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AZIO AI HOLDINGS, INC. (AZIO) reports a change in its independent registered public accounting firm. On September 3, 2026, the Audit Committee chair dismissed Barton CPA, PLLC as auditor, and on September 8, 2026, the Audit Committee appointed TAAD LLP as the new auditor for the fiscal year ending December 31, 2026.
Barton’s audit reports for the years ended December 31, 2025 and 2024 contained an explanatory paragraph about substantial doubt regarding AZIO’s ability to continue as a going concern. AZIO also previously disclosed material weaknesses in internal control over financial reporting related to staff reductions, resignations, and increased reliance on outsourced help, which remained unremediated as of December 31, 2025. The company states there were no disagreements with Barton on accounting or auditing matters and has authorized Barton to fully cooperate with TAAD.
AZIO AI HOLDINGS, INC. (AZIO) reported receiving a notice from Nasdaq on August 28, 2026 stating that it had failed to comply with Nasdaq Listing Rule 5635(b), which requires shareholder approval before an issuance of securities that results in a change of control. The issue related to the July 2, 2026 closing of a merger transaction with Azio AI Corporation and the subsequent appointment of five Azio AI–affiliated executives, including Chris Young as CEO, before obtaining shareholder approval.
Nasdaq’s Listing Qualifications Department also informed the company that the deficiency has been remediated and the matter is closed following the Board’s removal, effective August 27, 2026, of four of those officers (Simon Yu, David Shiue, Gary Chen, and Jenny Yang) as officers of the company. Chris Young remains Chief Executive Officer. The Board further resolved that Simon Yu will no longer serve as President or be treated as an “executive officer” under Rule 3b-7 or an “officer” under Section 16 of the Exchange Act, although he will remain employed by the company.
Azio AI Holdings, Inc. reported higher medical-supplies revenue but continued large losses and severe liquidity pressure for the quarter ended June 30, 2026. Sales were $2.66 million for the quarter and $4.91 million for the first half of 2026, up from $1.05 million and $1.64 million a year earlier, driven entirely by a single related-party customer in the medical supplies segment.
Despite this growth, profitability remains weak. The company posted a quarterly net loss of $6.64 million and a six‑month loss of $10.62 million, with operating cash outflows of $8.73 million in the first half. Total liabilities of $27.94 million exceeded assets of $15.56 million, leaving a stockholders’ deficit of $12.38 million, and management explicitly states there is substantial doubt about the ability to continue as a going concern.
The company raised liquidity through an $11 million debenture financing and equity issuances, increasing common shares outstanding to 13.68 million at June 30, 2026 and 16.47 million by August 12, 2026. Subsequent to quarter‑end, Azio completed the acquisition of Legacy Azio, expanding into AI data‑center infrastructure, and issued both common and 973,450 shares of Series A Non‑Voting Convertible Preferred Stock linked to future shareholder approval.
Azio AI Holdings, Inc. reported that it will miss the deadline for filing its Quarterly Report on Form 10‑Q for the quarter ended June 30, 2026 and is using the Rule 12b‑25 extension. Management cites the need for additional time to complete the final review of financial statements and other disclosures and expects to file within the five‑calendar‑day extension period.
The company also states that the Form 10‑Q will reflect a significant change in net loss versus the prior year period, primarily because a $10,103,048 goodwill impairment recorded for the six months ended June 30, 2025 did not recur for the six months ended June 30, 2026.
AZIO AI HOLDINGS, INC. filed a notice of exempt securities offering under Regulation D, claiming the Rule 506(b) safe harbor. This new notice relates to securities issued in connection with a merger that closed on July 2, 2026, as described in a current report on Form 8-K filed on July 6, 2026.
The offering covers equity and related instruments, including options, warrants or other rights to acquire securities and securities issuable upon exercise of those rights. As of the filing, the company reports $3,783,458 USD in total amount sold and $162,891,478 USD remaining to be sold. The sold amount includes 2,265,544 shares of common stock, 973,450 shares of preferred stock (convertible for 100 shares of common stock on stockholder approval), and 194,807 shares of common stock under assumed convertible notes. No finders’ fees are reported. Chris Young, Chief Executive Officer, signed the notice on July 17, 2026.