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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): March
11, 2026
The
Crypto Company
(Exact
name of registrant as specified in its charter)
| Nevada |
|
000-55726 |
|
46-4212105 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 23823
Malibu Road, #50477, Malibu, CA |
|
90265 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(424) 228-9955
(Registrant’s
telephone number, including area code)
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 Securities Exchange Act of 1934:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| None |
|
N/A |
|
N/A |
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
4.01. Change in Registrant’s Certifying Accountant.
(a)
Dismissal of Former Independent Registered Public Accounting Firm
On
March 11, 2026, the Board of Directors of the Company approved the dismissal of Bush & Associates CPA LLC (“Bush”)
as the Company’s independent registered public accounting firm, effective March 12, 2026.
Bush’s
reports on the Company’s financial statements as of and for the years ended December 31, 2024 and 2023 contained no adverse opinion
or disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that the
audit reports of Bush on the financial statements of the Company as of and for the years ended December 31, 2024 and 2023 included an
explanatory paragraph that described factors that raised substantial doubt about the Company’s ability to continue as a going concern.
During
the fiscal years ended December 31, 2024 and 2023, and in the subsequent interim period through March 11, 2026, (i) there were no disagreements
with Bush (within the meaning of Item 304(a)(1)(iv) of Regulation S-K (“Regulation S-K”) of the
rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”)) on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure that if not resolved to Bush’s satisfaction, would
have caused Bush to make reference to the subject matter of the disagreements in connection with its reports; and (ii) there were no
reportable events (as defined by Item 304(a)(1)(v) of Regulation S-K), except for the material weaknesses in the Company’s
disclosure control and control over financial reporting previously disclosed in the Company’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2024.
In
accordance with Item 304(a)(3) of Regulation S-K, on March 11, 2026, the Company provided Bush with a copy of the foregoing
disclosures and requested that Bush provide a letter addressed to the SEC stating whether it agrees with such disclosures. A copy of
Bush’s letter dated March 12, 2026 is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b)
Appointment of New Independent Registered Public Accounting Firm
On
March 11, 2026, the Board of Directors of the Company approved the appointment of Beckles & Co. (“Beckles”) as
the Company’s new independent registered public accounting firm, effective March 12, 2026, for the fiscal year ending
December 31, 2025. During the Company’s two most recent fiscal years ended December 31, 2024 and 2023, and the subsequent interim
period through March 11, 2026, neither the Company nor anyone acting on its behalf consulted with Beckles with respect to either (i)
the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the consolidated financial statements of the Company, and no written report or oral advice was provided by Beckles
to the Company that Beckles concluded was an important factor considered by the Company in reaching a decision as to the accounting,
auditing or financial reporting issue, or (ii) any matter that was the subject of either a disagreement (as defined in Item 304(a)(1)(iv)
of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 16.1 |
|
Letter from Bush & Associates CPA LLC, dated March 12, 2026. |
| 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.
| Dated:
March 12, 2026 |
|
|
| |
|
|
| |
THE
CRYPTO COMPANY |
| |
|
|
| |
By: |
/s/
Ron Levy |
| |
Name: |
Ron
Levy |
| |
Title: |
Chief
Executive Officer, Interim CFO and Secretary |
