Comstock shifts auditor to Sadler Gibb after Assure exit

Comstock Inc. reported a change in its independent auditor following an acquisition in the accounting firm industry.

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Form Type

8-K

Rhea-AI Filing Summary

Comstock Inc. reported a change in its independent auditor following an acquisition in the accounting firm industry. On June 3, 2026, Assure CPA, LLC ceased operations as a public accounting firm after substantially all its assets were acquired by Sadler, Gibb & Associates, LLC. Assure therefore resigned as Comstock’s independent registered public accounting firm, a resignation that was confirmed by the Board and its Audit and Finance Committee.

On June 5, 2026, Comstock’s Board appointed Sadler Gibb as the new independent registered public accounting firm. The engagement team, including the lead audit partner that previously served Comstock at Assure, has joined Sadler Gibb and is expected to continue servicing the company. Assure’s audit reports for the years ended December 31, 2025 and 2024 contained no adverse opinions, disclaimers, or qualifications, and Comstock reports no disagreements or reportable events with Assure during those periods or through June 3, 2026.

Insights

Auditor change follows firm acquisition with no reported disputes.

Comstock Inc. is transitioning its external auditor from Assure CPA, LLC to Sadler, Gibb & Associates, LLC because Sadler Gibb acquired substantially all of Assure’s assets and Assure ceased operating as a public accounting firm.

Comstock states that Assure’s audit reports for the years ended December 31, 2025 and 2024 had no adverse opinions or qualifications, and that there were no disagreements or reportable events under Item 304 of Regulation S-K through June 3, 2026. The same audit engagement team, including the lead partner, is expected to continue the company’s audits at Sadler Gibb.

The change therefore appears driven by Assure’s business transaction rather than by accounting disputes at Comstock. The Board and its Audit and Finance Committee oversaw the resignation and new appointment, and Assure provided a confirming letter to the SEC dated June 9, 2026 agreeing with the company’s description.

8-K Event Classification

2 items: 4.01, 9.01

2 items

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.

Key Figures

Assure resignation effective date: June 3, 2026 Sadler Gibb appointment date: June 5, 2026 Fiscal year-end 1: December 31, 2025 +2 more

5 metrics

Assure resignation effective date June 3, 2026 Assure ceased operations as a public accounting firm and resigned

Sadler Gibb appointment date June 5, 2026 Appointed as Comstock’s independent registered public accounting firm

Fiscal year-end 1 December 31, 2025 Assure audit report had no adverse opinion or qualifications

Fiscal year-end 2 December 31, 2024 Assure audit report had no adverse opinion or qualifications

Assure SEC letter date June 9, 2026 Letter agreeing with Comstock’s Item 4.01 statements

Key Terms

independent registered public accounting firm, reportable events, disagreements, Item 304(a)(1)(iv) of Regulation S-K, +2 more

6 terms

independent registered public accounting firm financial

"Assure has now ceased operations as a public accounting firm and resigned as the Company’s independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

reportable events regulatory

"there were no (i) “disagreements” ... or (ii) “reportable events,” as described in Item 304(a)(1)(v) of Regulation S-K"

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.

disagreements regulatory

"there were no (i) “disagreements,” as described in Item 304(a)(1)(iv) of Regulation S-K, with Assure"

Item 304(a)(1)(iv) of Regulation S-K regulatory

"“disagreements,” as described in Item 304(a)(1)(iv) of Regulation S-K, with Assure"

Audit and Finance Committee financial

"The Board of Directors ... and the Audit and Finance Committee of the Board has confirmed Assure’s resignation"

A board-level group charged with overseeing a company’s financial reporting, internal checks and balances, audit processes and relationship with external auditors. Think of them as a trusted inspector and bookkeeper who verify that the company’s accounts are accurate, legal and transparent; their work matters to investors because strong oversight reduces the risk of errors or fraud, builds confidence in reported results and can affect valuation and access to capital.

emerging growth company regulatory

"Emerging growth company Item 4.01 Changes in Registrant’s Certifying Accountant."

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

Why did Comstock Inc. (LODE) change its independent auditor in June 2026?

Comstock changed auditors because Sadler, Gibb & Associates, LLC acquired substantially all assets of Assure CPA, LLC. Assure then ceased operating as a public accounting firm and resigned, prompting Comstock’s Board to appoint Sadler Gibb as the new independent registered public accounting firm.

Were there any disagreements between Comstock Inc. (LODE) and Assure CPA, LLC?

Comstock reports no "disagreements" with Assure, as defined in Item 304(a)(1)(iv) of Regulation S-K. It also reports no "reportable events" under Item 304(a)(1)(v) during the fiscal years ended December 31, 2025 and 2024 and through June 3, 2026.

What happens to Comstock Inc.’s audit engagement team after the auditor change?

Comstock understands that the audit engagement team that most recently served the company at Assure, including the lead audit partner, has joined Sadler, Gibb & Associates, LLC and is expected to continue providing audit services to Comstock following the appointment.

How did Comstock Inc.’s Board handle the resignation of Assure CPA, LLC?

The Board of Directors and its Audit and Finance Committee confirmed Assure’s resignation as independent registered public accounting firm effective June 3, 2026. On June 5, 2026, the Board, on the committee’s recommendation, appointed Sadler, Gibb & Associates, LLC as the new independent registered public accounting firm.

What did Assure CPA, LLC say about Comstock Inc.’s description of the auditor change?

Assure provided a letter to the Securities and Exchange Commission dated June 9, 2026. The letter, filed as Exhibit 16.1, states that Assure agrees with Comstock’s statements in Item 4.01 regarding the resignation and related disclosures.

Did Assure’s prior audit reports for Comstock Inc. contain any adverse opinions?

Assure’s audit reports on Comstock’s consolidated financial statements for the years ended December 31, 2025 and December 31, 2024 did not contain adverse opinions or disclaimers of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles.

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Accepted by SEC EDGAR 06/09/2026 - 06:05 AM

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): June 3, 2026

COMSTOCK INC.

(Exact name of registrant as specified in its charter)

Nevada	001-35200	65-0955118
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

117 American Flat Road, Virginia City, Nevada 89440

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (775) 847-5272

Not Applicable

(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, par value $0.000666 per share	LODE	NYSE AMERICAN

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.

On June 3, 2026, Comstock Inc., (the “Company”) was notified that Sadler, Gibb & Associates, LLC (“Sadler Gibb”) acquired substantially all of the assets of Assure CPA, LLC (“Assure”).

The services previously provided by Assure will now be provided to the Company by Sadler Gibb. The Company anticipates that the audit services previously provided by Assure will now be provided by Sadler Gibb. The Company understands that the engagement team that most recently served the Company at Assure, including the lead audit partner, has joined Sadler Gibb and will continue to service the Company.

As a result of the transaction, Assure has now ceased operations as a public accounting firm and resigned as the Company’s independent registered public accounting firm, effective as of June 3, 2026.

The Board of Directors of the Company (the “Board”) and the Audit and Finance Committee of the Board has confirmed Assure’s resignation. On June 5, 2026, the Board, upon recommendation by the Audit and Finance Committee of the Board, appointed Sadler Gibb as the Company’s independent registered public accounting firm.

The audit report of Assure on the Company’s consolidated financial statements for the fiscal years ended December 31, 2025 and December 31, 2024 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles. During the fiscal years ended December 31, 2025 and December 31, 2024 and the subsequent interim period through June 3, 2026, there were no (i) “disagreements,” as described in Item 304(a)(1)(iv) of Regulation S-K, with Assure on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure or (ii) “reportable events,” as described in Item 304(a)(1)(v) of Regulation S-K.

During the Company’s two most recent fiscal years ended December 31, 2025 and December 31, 2024 and the subsequent interim period through June 3, 2026, neither the Company nor anyone on its behalf consulted Sadler Gibb regarding (i) either 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 neither a written report nor oral advice was provided to the Company that Sadler Gibb concluded was an important factor considered by the Company in reaching a decision as to any 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.

The Company provided to Assure a copy of the statements made in this Item 4.01. Attached as Exhibit 16.1 to this Form 8-K is a letter from Assure to the Securities and Exchange Commission, dated June 9, 2026, stating that it agrees with these statements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description

16.1		Letter from Assure CPA, LLC to the Securities and Exchange Commission, dated June 9, 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.

	COMSTOCK INC.

Date: June 9, 2026	By:	/s/ Corrado De Gasperis
		Corrado De Gasperis Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Comstock shifts auditor to Sadler Gibb after Assure exit

Rhea-AI Filing Summary