false 0001703157 0001703157 2025-07-14 2025-07-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

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

 

 

Date of Report (date of earliest event reported): July 14, 2025

 

 

                          SecureTech Innovations, Inc.                       

 (Exact name of registrant as specified in its charter)

 

 

Wyoming

 

000-55927

 

82-0972782

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

 

           2355 Highway 36 West, Suite 400, Roseville, MN  55113

 (Address of principal executive offices and zip code)

 

 

                                    (651) 317-8990                             

 (Registrant’s telephone number, including area code)

 

 

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 (see General Instruction A.2 below):

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 

 

¨Soliciting material pursuant to Rule I4a-12 under the Exchange Act (17CFR240.14a-12) 

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b)) 

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

N/A

 

N/A

 

N/A

 

Securities registered pursuant to Section 12(g) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.001 par value

 

SCTH

 

OTCID

 


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 ¨

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.

¨

 

Forward-Looking Statements

 

This Form 8-K and other reports filed by SecureTech Innovations, Inc. ("SecureTech") with the Securities and Exchange Commission (collectively, “Filings”) contain or may contain forward-looking statements and information based on our management's beliefs, current information, estimates, and assumptions. Words like 'believes,' 'estimates,' 'anticipates,' 'expects,' 'plans,' 'projects,' 'intends,' 'potential,' 'may,' 'could,' 'might,' 'will,' 'should,' 'approximately,' and similar expressions identify these forward-looking statements as they relate to our business or management. Such statements reflect our management’s current view regarding future events and are subject to risks, uncertainties, assumptions, and other factors (including the risks described in the “Risk Factors” section of our Annual Report on Form 10-K) that relate to our industry, operations, and results. If these risks or uncertainties materialize or, if our assumptions prove incorrect, actual results may differ significantly from those anticipated in these forward-looking statements.

 

While we believe the expectations reflected in these forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including US securities laws, we do not intend to update any forward-looking statements in this Form 8-K or elsewhere.

 

Item 4.01

 

Changes in Registrant’s Certifying Accountant

 

(a) Dismissal of Previous Independent Registered Public Accounting Firm

 

On July 14, 2025, the Board of Directors of SecureTech Innovations, Inc. (“SecureTech” or “Company”) dismissed M&K CPAS, PLLC (“M&K”) from its position as the independent registered public accounting firm for SecureTech. SecureTech does not have an Audit Committee.

 

During SecureTech’s two most recent fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through July 14, 2025, the date of dismissal, there were no “disagreements” (within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions under the Securities Exchange Act of 1934, as amended (“Exchange Act”)) between SecureTech and M&K on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of M&K, would have caused M&K to make reference to the subject matter of the disagreements in connection with its reports on the consolidated financial statements of SecureTech for such years. During this same period, there were no “reportable events” (within the meaning of Item 304(a)(1)(v) of Regulation S-K and the related instructions under the Exchange Act).

 

M&K’s audit reports on SecureTech’s consolidated financial statements for the fiscal years ended December 31, 2024 and December 31, 2023 did not contain any adverse opinions or disclaimers of opinion, nor were the reports qualified or modified with respect to uncertainty, audit scope, or accounting principles.

 

The Company has provided M&K with a copy of the foregoing disclosures under Item 4.01 on Form 8-K prior to filing it with the U.S. Securities and Exchange Commission (“SEC”) and has requested that M&K furnish to SecureTech with a letter addressed to the SEC stating whether it agrees with the statements made by SecureTech in this Item 4.01 on Form 8-K. A copy of M&K’s letter, dated July [insert], 2025, is attached as Exhibit 16.1 to this report on Form 8-K.


2


 

 

(b) Engagement of New Independent Registered Public Accounting Firm

 

On July 14, 2025, Gary Cheng CPA Limited (“GCCPA”) was appointed by SecureTech’s Board of Directors as SecureTech’s independent registered public accounting firm, to audit SecureTech’s consolidated financial statements for the fiscal year ending December 31, 2025 and remaining related interim periods, subject to customary client acceptance procedures.

 

During the two most recent fiscal years and through July 16, 2025, neither SecureTech, nor anyone on its behalf, consulted GCCPA regarding either: (i) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on SecureTech’s consolidated financial statements; or (ii) any matter that was the subject of a “disagreement” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K) or “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

 

Item 9.01

 

Financial Statements and Exhibits

 

(d) Exhibits 

 

16.1

 

Letter dated July [insert], 2025 from M&K CPAS, PLLC, addressed to the U.S. Securities and Exchange Commission, confirming the disclosure contained in Item 4.01 of this report on Form 8-K

104

 

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

 

 

 

Signatures

 

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

 

 

 

 

 

 

Dated: July 16, 2025

 

 

 

 

By:

SECURETECH INNOVATIONS, INC.

 

 

 

/s/ J. Scott Sitra

 

 

President, Chief Executive Officer,

Principal Executive Officer, and Director


3