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Azio AI appoints TAAD LLP as new auditor

AZIO AI Holdings replaces its auditor while disclosing ongoing going-concern and internal control weaknesses highlighted in prior audit reports.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

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.

Positive

  • None.

Negative

  • Auditor’s reports for 2024 and 2025 included an explanatory paragraph about substantial doubt regarding AZIO’s ability to continue as a going concern.
  • The company reports material weaknesses in internal control over financial reporting tied to staff reductions and reliance on outsourced help, which remained unremediated as of December 31, 2025.

Insights

Analyzing...

Item 4.01 Changes in Registrant's Certifying Accountant Governance
The company changed its independent auditing firm, which may involve disagreements on accounting matters.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Dismissal date of prior auditor September 3, 2026 Date Barton CPA, PLLC was dismissed as AZIO’s independent registered public accounting firm
Appointment date of new auditor September 8, 2026 Date TAAD LLP was appointed as AZIO’s independent registered public accounting firm
Fiscal years with going-concern explanatory paragraph 2024 and 2025 Barton’s audit reports included substantial doubt about ability to continue as a going concern
End date for unremediated material weakness assessment December 31, 2025 Material weaknesses in internal control over financial reporting remained unremediated as of this date
Interim period reviewed for disagreements/reportable events Through June 30, 2026 Period during which AZIO reports no disagreements with Barton under Regulation S-K
substantial doubt financial
"included an explanatory paragraph relating to substantial doubt about the Company’s ability"
going concern financial
"relating to substantial doubt about the Company’s ability to continue as a going concern"
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
material weaknesses financial
"the Company identified material weaknesses in its internal control over financial reporting"
Material weaknesses are significant flaws in a company’s systems for ensuring its financial reports are accurate and reliable. Like a broken lock on a safe, they increase the chance that financial statements contain big errors or omissions, which can mislead investors about performance and risk; discovering one often raises questions about management oversight, may lead to restated results, and can affect investor confidence and a company’s valuation.
internal control over financial reporting financial
"material weaknesses in its internal control over financial reporting related to certain staff reductions"
Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.
segregation of duties financial
"unable to maintain the levels of segregation of duties during such periods"
Segregation of duties is the practice of splitting important financial and operational tasks among different people so no single person can both start, approve, and record the same transaction — like having one person ring up sales and another person deposit the money. For investors, it matters because this simple separation reduces the chance of mistakes or fraud, helps ensure financial reports are trustworthy, and lowers legal and reputation risk that can affect a company’s value.
reportable events regulatory
"there were no “reportable events” (within the meaning set forth in Item 304(a)(1)(v)"
Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What auditor change did AZIO (AZIO) announce?

AZIO reported that on September 3, 2026, its Audit Committee chair dismissed Barton CPA, PLLC as independent auditor, and on September 8, 2026, the Audit Committee appointed TAAD LLP as the new independent registered public accounting firm for the year ending December 31, 2026.

Did the prior auditor’s reports on AZIO include a going-concern warning?

Yes. Barton’s audit reports on AZIO’s consolidated financial statements for the years ended December 31, 2025 and 2024 included an explanatory paragraph about substantial doubt regarding the company’s ability to continue as a going concern.

Were there any reported disagreements between AZIO and Barton CPA, PLLC?

AZIO states that during the fiscal years ended December 31, 2025 and 2024 and the interim period through June 30, 2026, there were no disagreements with Barton on accounting principles, financial statement disclosure, or auditing scope or procedure as defined in Regulation S-K.

What internal control issues has AZIO (AZIO) disclosed?

AZIO disclosed material weaknesses in internal control over financial reporting related to staff reductions, voluntary resignations, and increased reliance on outsourced help, which affected segregation of duties and remained unremediated as of December 31, 2025.

What is TAAD LLP’s prior relationship with AZIO’s business?

TAAD LLP previously served as the independent registered public accounting firm for Azio AI Corporation (Legacy Azio AI) before its acquisition by AZIO on July 2, 2026, as previously disclosed by the company.

Did AZIO consult TAAD LLP on accounting matters before the appointment?

AZIO states that during the fiscal years ended December 31, 2025 and 2024 and the interim period through June 30, 2026, it did not consult with TAAD regarding the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
false 0001563568 0001563568 2026-09-03 2026-09-03


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): September 3, 2026
 
AZIO AI HOLDINGS, INC.
 

(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
 

(State or Other Jurisdiction of Incorporation)
 
001-38078
46-0774222
(Commission File Number)
(IRS Employer Identification No.)
7510 Ardmore Street
 
HoustonTX
77054
(Address of Principal Executive Offices)
(Zip Code)
(870970-3355

(Registrant’s Telephone Number, Including Area Code)
Not Applicable
 
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:
 
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, $0.00001 par value
AZIO
Nasdaq Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
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          Change in Registrant's Certifying Accountant.
 
(a) Dismissal of Independent Registered Public Accounting Firm
 
On September 3, 2026, the Chair of the Audit Committee of the Board of Directors (the “Audit Committee”) of Azio AI Holdings, Inc., a Delaware corporation (the “Company”), dismissed Barton CPA, PLLC (“Barton”) as the Company’s independent registered public accounting firm. The dismissal was approved by the Audit Committee of the Company.
 
Barton’s audit reports on the Company’s consolidated financial statements for the fiscal years ended December 31, 2025 and 2024 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that Barton’s audit report on the Company’s consolidated financial statements for the fiscal years ended December 31, 2025 and 2024, dated April 13, 2026, included an explanatory paragraph relating to substantial doubt about the Company’s ability to continue as a going concern.
 
During the Company’s two most recent fiscal years, which ended on December 31, 2025 and 2024, and the subsequent interim period through June 30, 2026, there were no “disagreements” (within the meaning set forth in Item 304(a)(1)(iv) of Regulation S-K) between the Company and Barton on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Barton’s satisfaction, would have caused Barton to make reference to the subject matter of disagreements in connection with their reports on the Company’s consolidated financial statements for the years ended December 31, 2025 and 2024.
 
Except as noted in the following paragraph, there were no “reportable events” (within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K) during the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026.
 
As disclosed in Part II, Item 9A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, the Company identified material weaknesses in its internal control over financial reporting related to certain staff reductions and voluntary resignations the Company experienced beginning in the fourth quarter of 2020 and the Company’s increased reliance on outsourced help, which resulted in the Company being unable to maintain the levels of segregation of duties during such periods at the levels of prior periods. As further disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, the material weakness remained unremediated as of December 31, 2025.
 
The Audit Committee has discussed the subject matter of these reportable events with Barton. The Company has authorized Barton to respond fully to the inquiries of the successor independent registered public accounting firm concerning the subject matter of the reportable events.
 
In accordance with Item 304(a)(3) of Regulation S-K, the Company provided Barton with a copy of this Current Report on Form 8-K and requested that Barton furnish it with a letter addressed to the Securities and Exchange Commission (the “SEC”) stating whether Barton agrees with the above statements of the Company herein and, if not, stating the respects in which it does not agree. Barton furnished the requested letter, and a copy is filed as Exhibit 16.1 to this Current Report on Form 8-K.
 
(b) Appointment of New Independent Registered Public Accounting Firm
 
On September 8, 2026, the Audit Committee appointed TAAD LLP (“TAAD”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, effective immediately. TAAD served as the independent registered public accounting firm of Azio AI Corporation (“Legacy Azio AI”) prior to the acquisition of Legacy Azio AI by the Company on July 2, 2026, as disclosed in the Company’s Current Report on Form 8-K filed with the SEC on July 6, 2026.
 
During the fiscal years ended December 31, 2025 and 2024, and the subsequent interim period through June 30, 2026, the Company did not consult with TAAD regarding any of the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.
 

 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit
Description
16.1
Letter from Barton CPA, PLLC dated September 9, 2026.
104
Cover Page Interactive Data File (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.
 
 
AZIO AI HOLDINGS, INC.
 
 
 
 
 
Date: September 10, 2026
By:
/s/ Jason Maddox
 
 
 
Jason Maddox
 
 
 
Chief Financial Officer
 
 

Filing Exhibits & Attachments

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