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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): November 2, 2026
SHUTTLE
PHARMACEUTICALS HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-41488 |
|
82-5089826 |
(State
or other jurisdiction
of
incorporation) |
|
Commission
File
Number |
|
(IRS
Employer
Identification
No.) |
401
Professional Drive, Suite 260
Gaithersburg,
MD 20879
(Address
of principal executive offices) (Zip Code)
(240)
430-4212
(Registrant’s
telephone number, including area code)
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 $0.00001 per share |
|
SHPH |
|
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 Accountant.
Engagement
of New Independent Registered Public Accounting Firm.
As previously
reported in the Shuttle Pharmaceuticals Holdings, Inc. (the “Company”) Current Report on Form 8-K filed with the Securities
and Exchange Commission (the “SEC”) on October 21, 2026, the Audit Committee (the “Audit Committee”) of the Board
of Directors (the “Board”) of the Company”, and the full Board, approved the dismissal of Forvis Mazars, LLP as the
Company’s independent registered public accounting firm, effective following the filing of the Company’s Quarterly Report
on Form 10-Q for the fiscal quarter ended September 30, 2026.
On
November 2, 2026, the Company engaged Bush & Associates CPA LLC (“Bush & Associates”) as the Company’s new
independent registered public accounting firm, upon the full execution of an engagement letter dated October 19, 2026. The engagement
of Bush & Associates was approved by the Audit Committee in October 2026. Bush & Associates will audit the Company’s
financial statements as of and for the fiscal year ending December 31, 2026, and will review the Company’s unaudited interim financial
statements for the fiscal quarters ending March 31, 2027, June 30, 2027, and September 30, 2027.
During
the fiscal years ended December 31, 2025 and December 31, 2024, and the subsequent interim period through November 2, 2026, neither the
Company nor anyone acting on its behalf consulted with Bush & Associates 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 neither a written report nor oral advice was provided to the Company that Bush & Associates 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 defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a
reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 104 |
|
Cover
Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURES
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.
Dated:
November 6, 2026
| |
SHUTTLE PHARMACEUTICALS HOLDINGS, INC. |
| |
|
|
| |
By: |
/s/ Christopher Cooper |
| |
Name: |
Christopher Cooper |
| |
Title: |
Co-Chief Executive Officer |
