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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 Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 16, 2023
WORLDWIDE
NFT INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
000-54912 |
|
27-3129919 |
| (State
of other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
3535
Executive Terminal Drive
Henderson,
NV |
|
89052 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (702) 840-4433
(Former
name or former address, if changed since last report.)
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 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 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 |
| Common
Stock, par value $.001 |
|
WNFT |
|
OTC:Pink |
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.
Item
4.01 Changes in Registrant’s Certifying Accountant.
On
October 16, 2023, the Board of Directors of the registrant that serves as the audit committee of the registrant, Worldwide NFT Inc. (the
“Company” or “Worldwide NFT”), approved the engagement of Fruci & Associates II, PLLC (“Fruci”)
commencing with the interim review for the three months ended September 30, 2023 as the Company’s independent registered public
accounting firm. Accordingly, BF Borgers CPA PC (“BF Borgers”), the Company’s independent registered public accounting
firm since 2021, was informed that it would be replaced by Fruci as the Company’s independent registered public accounting firm.
BF
Borger’s report on the Company’s balance sheets as of June 30, 2023 and 2022, the related statements of operations, stockholders’
equity and cash flows for the years ended June 30, 2023 and 2022 and the related notes to the financial statements (collectively, the
“financial statements”), did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified
as to uncertainty, audit scope or accounting principles except that BF Borgers expressed concern regarding the ability of the Company
to continue as a going concern.
During
the Company’s fiscal years ended June 30, 2023 and 2022, and through the date of this Form 8-K, there were no (i) disagreements
with BF Borgers on any matter of accounting principles or practices, financial statement disclosures or audited scope or procedures,
which disagreements if not resolved to BF Borgers’s satisfaction would have caused BF Borgers to make reference to the subject
matter of the disagreement in connection with its report or (ii) reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.
During
the Company’s fiscal years ended June 30, 2023 and 2022, and through the date of this Form 8-K, the Company did not consult Fruci
with respect to matters of accounting principles or practices and financial
The
Company has provided BF Borgers with a copy of the disclosures made by the Company in response to this Item 4.01 and has requested that
BF Borgers furnish the Company with a letter addressed to the SEC stating whether it agrees with the above statements made by the registrant
in response to this Item 304(a) and, if not, stating the respects in which it does not agree. A copy of the letter from BF Borgers is
filed as Exhibit 16.1 hereto.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
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 thereunto duly authorized.
| Date:
October 20, 2023 |
WORLDWIDE
NFT INC. |
| |
|
|
| |
By: |
/s/
George Sharp |
| |
|
George
Sharp |
| |
|
President
and Chief Executive Officer |
