Norris Industries, Inc. filings document an OTC-traded Nevada issuer's public reporting, auditor relationships, accounting controls, and capital-structure matters. The company's common stock is registered under Section 12(g) and trades under the symbol NRIS on OTCMKTS.
Recent reports include Form 8-K disclosures on changes in the independent registered public accounting firm, a disagreement over the presentation of Series A Convertible Preferred Stock, non-reliance considerations for previously issued financial statements, identified material weaknesses, and preferred-stock capital treatment. The record also includes a Form 12b-25 notification related to a delayed quarterly report.
Norris Industries, Inc. filed a current report describing a change in its independent auditor and highlighting internal control issues. On February 9, 2026, the board dismissed BDO USA, P.C. as the company’s independent registered public accounting firm. BDO had not yet issued an audit report for any fiscal period; prior audits for the years ended February 28, 2025 and February 29, 2024 were performed by HORNE LLP, whose reports contained no adverse opinions, disclaimers, or qualifications.
The company reports a disagreement with BDO over whether its outstanding Series A Convertible Preferred Stock should be classified as permanent equity or temporary (mezzanine) equity. Beyond this matter, it discloses several material weaknesses in internal control, including lack of US GAAP-experienced accounting personnel, missing policies for timely and accurate reporting of significant agreements and transactions, absence of an independent audit committee, and insufficient staff to properly segregate accounting duties. As of this report, Norris Industries has not yet engaged a new independent registered public accounting firm.
Norris Industries (NRIS) changed its independent auditor. After Horne LLP’s partners and staff joined BDO USA, P.C., Horne resigned as the Company’s independent registered public accounting firm on October 31, 2025. With Board approval, the Company appointed BDO as its new auditor on November 1, 2025.
Horne’s reports for the fiscal years ended February 28, 2025 and February 29, 2024 contained no adverse opinion or disclaimer and were not qualified or modified. The Company reports no disagreements with Horne on accounting principles, disclosures, or audit scope through October 31, 2025, and no reportable events under Item 304(a)(1)(v). The Company did not consult with BDO on accounting or audit matters prior to engagement. Horne’s concurrence letter is filed as Exhibit 16.1.
Norris Industries (NRIS) reported Q2 FY2026 results for the quarter ended August 31, 2025. Revenue was $84,388, up slightly from $77,007 a year ago, while the net loss widened to $151,889 from $117,856 as higher lease operating and G&A costs offset modest sales gains.
For the first six months, revenue was $177,158 versus $177,274 last year, with a net loss of $319,297. Management attributes expense pressure partly to plugging and abandoning four wells. Interest expense decreased as prior notes were converted to equity in November 2024.
Liquidity remains tight: cash was $40,323 and working capital was negative by about $75,000 as of August 31, 2025. Related‑party notes totaled $3.5 million, and the company had $700,000 available on its credit line, with a subsequent $100,000 draw after quarter‑end. Stockholders’ deficit was $(4.43) million. Internal disclosure controls and procedures were deemed not effective due to previously identified material weaknesses. As of September 15, 2025, 108,245,688 common shares were outstanding.