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THC Therapeutics, Inc. – ‘8-K/A’ for 3/8/24

On:  Tuesday, 3/26/24, at 6:44pm ET   ·   As of:  3/27/24   ·   For:  3/8/24   ·   Accession #:  1477932-24-1475   ·   File #:  0-55994

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/27/24  THC Therapeutics, Inc.            8-K/A:4,9   3/08/24   13:150K                                   Discount Edgar/FA

Amendment to Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K/A       Amendment to Current Report                         HTML     25K 
 2: EX-16.1     Letter re: a Change in Accountant                   HTML      8K 
 8: R1          Cover                                               HTML     43K 
10: XML         IDEA XML File -- Filing Summary                      XML     12K 
13: XML         XBRL Instance -- thct_8ka_htm                        XML     16K 
 9: EXCEL       IDEA Workbook of Financial Report Info              XLSX      8K 
 5: EX-101.CAL  XBRL Calculations -- thct-20240308_cal               XML      8K 
 7: EX-101.DEF  XBRL Definitions -- thct-20240308_def                XML     11K 
 4: EX-101.LAB  XBRL Labels -- thct-20240308_lab                     XML     41K 
 6: EX-101.PRE  XBRL Presentations -- thct-20240308_pre              XML     27K 
 3: EX-101.SCH  XBRL Schema -- thct-20240308                         XSD     19K 
11: JSON        XBRL Instance as JSON Data -- MetaLinks               11±    17K 
12: ZIP         XBRL Zipped Folder -- 0001477932-24-001475-xbrl      Zip     15K 


‘8-K/A’   —   Amendment to Current Report


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM  i 8-K/A

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

 i March 8, 2024

Date of Report

(Date of earliest event reported)

 

 i THC Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

   i Nevada

 

 i 000-555994

 

 i 26-0164981

(State or other jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 i 11700 W. Charleston Blvd., #73

 i Las Vegas,  i NV  i 89135

( i 833)  i 420-8428

(Address and Telephone Number of Registrant’s Principal Executive Offices and Principal Place of Business)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 i 

Written communications pursuant to Rule 425 under the Securities Act

 

 

 i 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

 

 i 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

 

 i 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  i 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 i 

Explanatory Note: This Current Report on Form 8-K/A is being filed to amend the Current Report of Form 8-K filed with the Securities and Exchange Commission on March 14, 2024 (the “Original 8-K”). Prior to the filing of the Original 8-K we had not received a letter from Gries & Associates, LLC as described below. Subsequent to that filing, we received such letter and are filing this amendment to include the letter as Exhibit 16.1.

 

Item 4.01 Changes in Registrant’s Certifying Accountant.

 

(a) On March 8, 2024, the Company received a letter from the Securities and Exchange Commission informing the Company that the Public Accounting Oversight Board has revoked the registration of our auditor, Gries & Associates, LLC (“Gries”). Accordingly, that same day, the Board of Directors of Registrant approved the dismissal of Gries and dismissed Gries as the independent certifying accountant for the Registrant that same day. None of the reports of Gries on the Registrant's financial statements for either of the past two years or subsequent interim period contained an adverse opinion or disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope or accounting principles, except that the Registrant’s audited financial statements for the year ended July 31, 2023 contained a going concern qualification in the Registrant's audited financial statements.

 

During the two most recent fiscal years and any subsequent interim period preceding Gries’s dismissal, there were no disagreements with Gries on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of Gries concerning the subject matter of each of such disagreements would have caused them to make reference thereto in their report on the financial statements.

 

The Registrant provided a copy of the foregoing disclosures to Gries prior to the date of the filing of this Current Report on Form 8-K and requested that Gries furnish it with a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the statements in this described herein. A copy of such letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.

 

(b) On March 8, 2024, the Registrant’s Board of Directors approved the engagement of Green Growth CPA’s (“Green Growth”), as the Registrant's independent accountant effective immediately to audit the Registrant’s financial statements and to perform reviews of interim financial statements. During the fiscal years ended June 31, 2023 through the date of this report, neither the Registrant nor anyone acting on its behalf consulted with Green Growth regarding (i) either the application of any accounting principles to a specific completed or contemplated transaction of the Registrant, or the type of audit opinion that might be rendered by Green Growth on the Registrant's financial statements; or (ii) any matter that was either the subject of a disagreement with Gries or a reportable event with respect to Gries.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit

Number

 

Description

 

 

 

16.1

 

Letter from Gries & Associates, LLC to the Securities and Exchange Commission, dated March 15, 2024

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

THC THERAPEUTICS, INC.

 

 

 

 

 

Dated: March 25, 2024

 

/s/ Scott Cox

 

 

 

Scott Cox

 

 

 

Principal Executive Officer

 

 

 

3

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K/A’ Filing    Date    Other Filings
Filed as of:3/27/24
Filed on:3/26/24
3/25/24
3/14/248-K
For Period end:3/8/248-K
7/31/2310-K
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