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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 24, 2026
Global
AI, Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
333-163439 |
|
26-4170100 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
110
Front Street, Suite 300, Jupiter, FL 33477
(Address
of principal executive offices, including Zip Code)
(561)
240-0333
(Registrant’s
telephone number, including area code)
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 240.13a-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 |
| N/A |
|
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 Changes in Registrant’s Certifying Accountant.
Resignation
of Independent Registered Public Accounting Firm
On
March 24, 2026, the Board of Directors (the “Board”) of Global AI, Inc. (the “Company”) received a letter from
Chaikin, Cohen, Rubin & Co., Tel Aviv, Israel (“CCR”) resigning as the Company’s independent registered public
accounting firm, effective as of March 10, 2026. The Board of Directors accepted CCR’s resignation as of March 25, 2026.
The
resignation letter noted that CCR had to discontinue their engagement due to internal considerations on CCR’s part and their decision
was entirely unrelated to the Company. CCR has served as the Company’s independent registered public accounting firm since June
1, 2025.
The
report of CCR on the consolidated financial statements of the Company for the fiscal year ended December 31, 2024 did not contain
any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle,
other than an explanatory paragraph relating to the Company’s ability to continue as a going concern.
During
the Company’s fiscal years ended December 31, 2024, and subsequent interim period through March 10, 2026,
there were no (i) disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and CCR on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or procedures that, if not resolved to CCR’s satisfaction,
would have caused CCR to make reference to the matter in its reports on the Company’s consolidated financial statements; or (ii)
“reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.
The
Company has provided CCR with a copy of the foregoing disclosures and has requested that CCR furnish the Company with a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the statements made in this Item 4.01(a). A copy of CCR’s
letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.
Engagement
of New Independent Registered Public Accounting Firm
On
March 25, 2026, the Board accepted the engagement of Barzily & Co. (“Barzily”) to serve as the Company’s independent
registered public accounting firm for the fiscal year ended December 31, 2025 and subsequent periods, effective as of March 18, 2026.
During
the Company’s fiscal years ended December 31, 2024 and 2023 and the subsequent interim period through March 18, 2026, neither the
Company nor anyone on its behalf consulted Barzily regarding (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 Company’s financial statements, and no
written report or oral advice was provided by Barzily to the Company that Barzily 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 either the subject
of a disagreement (as described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) 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 Chaikin, Cohen, Rubin & Co., dated March 25, 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.
Date:
March 26, 2026
GLOBAL
AI, INC.
| By: |
/s/
Darko Horvat |
|
| Name: |
Darko
Horvat |
|
| Title: |
Chief
Executive Officer and Chairman of the Board |
|
