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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
(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): August 17, 2026
AVAX
ONE TECHNOLOGY LTD.
(Exact
Name of Registrant as Specified in Charter)
A1
British Columbia |
|
001-40578 |
|
77-8726885 |
| (State
or Other Jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
| 215
South Olive Avenue, Suite 201 |
|
|
| West
Palm Beach, Florida |
|
33401 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
Telephone Number, Including Area Code: (604) 757-0952
(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
Shares |
|
AVX |
|
The
Nasdaq Capital Market |
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.
| Item
5.02. |
Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment
of Chief Accounting Officer
On
September 22, 2026, the Company entered into an agreement (the “Agreement”) with Nanook & Company, LLC, whose sole member
is Stephanie Brady, effective August 19, 2026. The Agreement provides the terms and conditions pursuant to which Ms. Brady will serve
as the Company’s Chief Accounting Officer. Subject to the termination provisions contained in the Agreement, the initial term of
the Agreement will continue through December 31, 2027. The initial term and any subsequent renewal terms can be extended by additional
one year periods if mutually agreed upon between the Company and Ms. Brady. She will receive a cash fee of $20,000 per month for services
rendered thereunder.
Except
as disclosed in this Current Report, there are no arrangements or understandings between the Consultant, and any other person pursuant
to which she was selected as Chief Accounting Officer, and there are no transactions involving the Consultant that are required to be
disclosed pursuant to Item 404(a) of Regulation S-K. The foregoing description of the Agreement does not purport to be complete and is
qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this Current Report on Form
8-K and incorporated herein by reference.
| Item
9.01. |
Financial
Statements and Exhibits. |
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 10.1 |
|
Consulting Agreement, dated as of September 22, 2026, by and between the Company and Nanook & Company, LLC. |
| |
|
|
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| Date:
September 28, 2026 |
AVAX
ONE TECHNOLOGY LTD. |
| |
|
|
| |
By: |
/s/
Peter Wylie Jr |
| |
Name: |
Peter
Wylie Jr. |
| |
Title: |
Interim
Chief Executive Officer |
