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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): December 4, 2025
ELITE EXPRESS HOLDING INC.
(Exact name of registrant as specified in its charter)
| Delaware |
|
001-42811 |
|
99-2516128 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
23046 Avenida De La Carlota, Suite 600
Laguna Hills, CA |
|
92653 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (949) 758-0650
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 |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of
the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which
registered |
| Class A Common Stock |
|
ETS |
|
The 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 x
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.
EXPLANATORY NOTE
This Amendment No. 1 on Form 8-K/A (this “Amendment”)
amends the Current Report on Form 8-K filed by Elite Express Holding Inc. (the “Company”) with the U.S. Securities and Exchange
Commission on December 5, 2025 (the “Original Form 8-K”). This Amendment is being filed to amend Item 4.01 of the Original
Form 8-K with respect to the date of dismissal of Golden Eagle CPAs LLC (“Golden Eagle”). Except as expressly set forth in
this Amendment, this Amendment does not modify or update any other disclosure contained in the Original Form 8-K and should be read in
conjunction with the Original Form 8-K.
Item 4.01. Changes in Registrant’s Certifying Accountant.
The first paragraph of Item 4.01 of the Original
Form 8-K is hereby amended and restated in its entirety as follows:
On November 25, 2025, the board of directors (the
“Board”) of the Company approved the change of the Company’s independent registered public accounting firm from Golden
Eagle to Audit Alliance LLP (“Audit Alliance”). The audit committee of the Board approved and ratified the change on December
2, 2025. Golden Eagle was notified of its dismissal on December 4, 2025. Accordingly, the Company is amending the Original Form 8-K to
reflect December 4, 2025 as the date of dismissal.
The Company has provided Golden Eagle with a copy
of the above disclosure and requested that Golden Eagle furnish a letter addressed to the U.S. Securities and Exchange Commission (the
“Commission”) stating whether or not it agrees with the above statements. A copy of Golden Eagle’s letter is filed hereto
as Exhibit 16.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description |
| |
|
| 16.1 |
Letter from Golden Eagle CPAs LLC addressed to the Securities and Exchange Commission. |
| |
|
| 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.
Date: October 26, 2026
| |
|
Elite Express Holding Inc. |
| |
|
|
| |
By: |
/s/ Yidan Chen |
| |
|
Yidan Chen |
| |
|
Chief Executive Officer, President and Director |
