Marwynn Holdings switches independent auditor

Marwynn Holdings, Inc. announced a change in its independent auditor.

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Form Type

8-K

Rhea-AI Filing Summary

Marwynn Holdings, Inc. announced a change in its independent auditor. On March 30, 2026, the audit committee dismissed Golden Eagle CPAs LLC as the independent registered public accounting firm. Golden Eagle’s prior reports for the fiscal years ended April 30, 2025 and 2024 contained no adverse or disclaimed opinions and were not qualified, other than noting uncertainty about the Company’s ability to continue as a going concern for 2025.

The company reports no disagreements or reportable events with Golden Eagle during those periods. Based on the audit committee’s recommendation, Marwynn engaged Enrome LLP on March 27, 2026 to serve as independent registered public accounting firm for the fiscal year ending April 30, 2026. The company also notes it did not consult Enrome on specified accounting matters before the engagement.

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

Former audit firm: Golden Eagle CPAs LLC New audit firm: Enrome LLP Fiscal year-end: April 30, 2025 +1 more

4 metrics

Former audit firm Golden Eagle CPAs LLC Dismissed as independent registered public accounting firm on March 30, 2026

New audit firm Enrome LLP Engaged on March 27, 2026 for fiscal year ending April 30, 2026

Fiscal year-end April 30, 2025 Audit report included going concern uncertainty

Fiscal year-end April 30, 2024 Audit report without adverse or disclaimed opinion

Key Terms

independent registered public accounting firm, going concern, reportable events, Regulation S-K, +1 more

5 terms

independent registered public accounting firm financial

"dismissed Golden Eagle CPAs LLC (“GE”) 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

"contained an uncertainty about the Company’s 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

"no “reportable events” within the meaning of 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.

Regulation S-K regulatory

"within the meaning of Item 304(a)(1)(iv) of Regulation S-K between the Company and GE"

A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.

emerging growth company regulatory

"Emerging growth company"

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.

What auditor change did Marwynn Holdings (MWYN) disclose in this 8-K?

Marwynn Holdings disclosed that its audit committee dismissed Golden Eagle CPAs LLC as its independent registered public accounting firm and engaged Enrome LLP to serve as the new independent registered public accounting firm for the fiscal year ending April 30, 2026.

Did Golden Eagle’s prior audit reports for MWYN contain any qualifications?

Golden Eagle’s reports for the fiscal years ended April 30, 2025 and 2024 had no adverse or disclaimed opinions and were not qualified, except the 2025 report included an uncertainty regarding Marwynn Holdings’ ability to continue as a going concern.

Were there any disagreements between Marwynn Holdings and Golden Eagle CPAs?

The company states there were no disagreements with Golden Eagle CPAs on accounting principles, financial statement disclosure, or audit scope or procedure, and no reportable events, during the two most recent fiscal years and the interim period through March 30, 2026.

What role will Enrome LLP play for Marwynn Holdings (MWYN)?

Enrome LLP has been engaged as Marwynn Holdings’ independent registered public accounting firm for the fiscal year ending April 30, 2026, following a recommendation by the company’s audit committee and after no prior consultations on specified accounting matters.

Did Marwynn Holdings consult Enrome LLP before appointing it as auditor?

Marwynn Holdings reports that neither the company nor anyone acting on its behalf consulted Enrome LLP on matters covered by Items 304(a)(2)(i) and (ii) of Regulation S-K during the two most recent fiscal years or the interim period through March 26, 2026.

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

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Accepted by SEC EDGAR 04/01/2026 - 04:11 PM EDT

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 27, 2026

MARWYNN HOLDINGS, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada		001-42554		99-1867981
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

12 Chrysler Unit C Irvine,CA		92618
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 949-706-9966

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 Symbol(s) on which registered		Trading		Name of each exchange
Common Stock, par value $0.001 per share		MWYN		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 (§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 Accountants.

(a) Dismissal of Previous Independent Registered Public Accounting Firm

On March 30, 2026, the Audit Committee (the “Audit Committee”) of the Board of Directors of Marwynn Holdings, Inc. (the “Company”) dismissed Golden Eagle CPAs LLC (“GE”) as the Company’s independent registered public accounting firm.

The reports of GE on the consolidated financial statements of the Company as of and for the two most recent fiscal years ended April 30, 2025 and 2024 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that the audit report on the consolidated financial statement of the Company for the year ended April 30, 2025 contained an uncertainty about the Company’s ability to continue as a going concern.

During the two most recent fiscal years ended April 30, 2025 and 2024, and during the interim period through March 30, 2026, there were (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K between the Company and GE on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which, if not resolved to GE’s satisfaction, would have caused GE to make reference thereto in their reports, and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.

The Company provided GE with a copy of the disclosures it is making in this Current Report on Form 8-K and requested that GE 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. A copy of such letter provided by GE, dated March 30, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.

(b) Appointment of New Independent Registered Public Accounting Firm

Acting upon the recommendation of the Audit Committee, on March 27, 2026, the Company entered into the engagement with Enrome LLP (“Enrome”) to serve as its independent registered public accounting firm for the fiscal year ending April 30, 2026. During the Company’s two most recent fiscal years ended April 30, 2025 and 2024, and during the interim period through March 26, 2026, neither the Company nor anyone acting on its behalf consulted with Enrome regarding any of the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
16.1		Letter from Golden Eagle CPAs LLC, dated April 1, 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.

	Marwynn Holdings, Inc.

	By:	/s/ Yin Yan
	Name:	Yin Yan
Date: April 1, 2026	Title:	Chief Executive Officer and Chairperson

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents