Ludwig Enterprises auditor Stephano Slack resigns

Q: Who resigned as auditor of LUDG?

Stephano Slack LLC resigned as Ludwig Enterprises’ independent registered public accounting firm effective June 22, 2026.

Q: Has LUDG hired a successor auditor?

Ludwig reported that it had not engaged a successor independent registered public accounting firm.

The 2025 audit report included an explanatory paragraph expressing substantial doubt, despite containing no modified opinion.

Filing Impact

(Moderate)

Filing Sentiment

(Very Negative)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

8-K

Rhea-AI Filing Summary

Ludwig Enterprises, Inc. said Stephano Slack LLC resigned as its independent registered public accounting firm effective June 22, 2026, and the board acknowledged the resignation and approved the change. Stephano Slack’s report on the company’s consolidated financial statements for the fiscal year ended December 31, 2025, was not adverse, disclaimed, or modified as to audit scope or accounting principles, but included an explanatory paragraph expressing substantial doubt about Ludwig’s ability to continue as a going concern.

Ludwig reported no disagreements with Stephano Slack on accounting, disclosure, or audit matters and no reportable events during the firm’s engagement from April 18, 2025, through June 22, 2026.

0 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance works How Sentiment works

1 major · 1 point

How the balance works

Positive

None.

Negative

Major pointThe 2025 audit report expressed substantial doubt about Ludwig’s ability to continue as a going concern.

Filing Explained

Ludwig had not engaged a successor independent registered public accounting firm as of the report date, leaving its auditor change without a named replacement in this filing.

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 Terms

independent registered public accounting firm, going concern, reportable events

3 terms

independent registered public accounting firm regulatory

"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.

going concern financial

"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.

reportable events regulatory

"there were no reportable events"

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.

Who resigned as auditor of LUDG?

Stephano Slack LLC resigned as Ludwig Enterprises’ independent registered public accounting firm effective June 22, 2026.

Has LUDG hired a successor auditor?

Ludwig reported that it had not engaged a successor independent registered public accounting firm.

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

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Available on EDGAR 10/06/2026 - 12:09 PM Accepted by SEC EDGAR 10/06/2026 - 12:08 PM

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 22, 2026

Ludwig Enterprises, Inc.

(Exact name of registrant as specified in its charter)

Nevada	001-41881	61-1133438
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3160 NW 1 Avenue, Pompano Beach, FL 33064

(Address of principal executive offices) (Zip Code)

(786) 235-9026

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:

None.

Emerging growth company [X] true

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. [ ] false

Item 4.01. Changes in Registrant's Certifying Accountant.

On June 22, 2026, Stephano Slack LLC ("Stephano Slack") notified Ludwig Enterprises, Inc. (the "Company") that it would cease serving as the Company's independent registered public accounting firm, effective June 22, 2026. Accordingly, Stephano Slack resigned as the Company's independent registered public accounting firm.

The Board of Directors of the Company acknowledged Stephano Slack's resignation and approved the change in the Company's independent registered public accounting firm.

Stephano Slack's report on the Company's consolidated financial statements for the fiscal year ended December 31, 2025 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to audit scope or accounting principles. The report contained an explanatory paragraph expressing substantial doubt about the Company's ability to continue as a going concern.

During the period from April 18, 2025, when Stephano Slack was appointed as the Company's independent registered public accounting firm, through June 22, 2026, there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Stephano Slack on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to Stephano Slack's satisfaction, would have caused Stephano Slack to make reference to the subject matter of the disagreement in connection with its report on the Company's financial statements.

During the same period, there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.

As of the date of this Current Report on Form 8-K, the Company has not engaged a successor independent registered public accounting firm.

The Company provided Stephano Slack with a copy of the disclosures set forth in this Item 4.01 and requested that Stephano Slack furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made herein and, if not, stating the respects in which it does not agree. Stephano Slack has provided the requested letter, which is filed as Exhibit 16.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
16.1	Letter from Stephano Slack LLC regarding change in certifying accountant.
101	Inline XBRL Document Set for the Cover Page from this Current Report on Form 8-K, formatted as Inline XBRL.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 6, 2026

LUDWIG ENTERPRISES, INC.

By: /s/ Jose Antonio Reyes
Jose Antonio Reyes
Interim Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents