SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or Other | (Commission | (I.R.S. Employer | ||
| Jurisdiction of Organization) | File Number) | Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
N/A
(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: None
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.
SPECIAL NOTE ABOUT FORWARD LOOKING STATEMENTS
This Current Report on Form 8-K filed by LZG International, Inc. with the Securities and Exchange Commission (the “SEC”) contains or may contain forward looking statements and information that are based upon beliefs of, and information currently available to, management; as well as estimates and assumptions made by management. When used in this report, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan” or the negative of these terms and similar expressions as they relate to the Company or management, identify forward looking statements.
SECTION 1 – REGISTRANT’S BUSINESS AND OPERATIONS
Item 4.01 Changes in Registrant’s Certifying Accountant.
LZG International, Inc. (“LZG” or “the Company”) has terminated the Company’s engagement of its prior certifying accountant, Pinnacle Accountancy Group of Utah (“Pinnacle”). The decision to terminate the prior accountant was made by the Company’s Board of Directors. Pinnacle’s engagement was terminated August 13, 2022. During the preceding two fiscal years, there have been no disagreements with the former accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
The Company has provided a copy of the foregoing disclosures to Pinnacle Accountancy Group of Utah and requested that it furnish a letter addressed to the Securities and Exchange Commission stating whether Pinnacle Accountancy Group of Utah agrees with the above statements. A copy of Pinnacle Accountancy Group of Utah’s letter, dated September 12, 2022, is filed as Exhibit 16.1 to this Form 8-K.
Effective August 13, 2022, the Company has engaged Adeptus Partners, LLC as the Company’s certifying accountant.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description of Exhibit | |
| 16.1 | Letter from Pinnacle Accountancy Group of Utah to the Securities and Exchange Commission dated September 12, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
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: September 12, 2022 | By: | /s/ Peter B. Ritz |
| Peter B. Ritz | ||
| Chief Executive and Financial Officer | ||
| Secretary | ||
| Chairman of the Board |
2