Stark Focus Group switches auditors to CBIZ

Stark Focus Group, Inc. changed auditors while highlighting prior going concern language and existing material weaknesses in internal controls.

Available on EDGAR 09/16/2026 - 04:31 PM EDT Accepted by SEC EDGAR 09/16/2026 - 04:30 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Stark Focus Group, Inc. (SKFG) reported that on September 10, 2026 its board discharged Boladale Lawal & Co. as independent registered public accounting firm and engaged CBIZ CPAs P.C. instead, citing a desire to work with a firm closer to its new New York City operating headquarters.

The prior auditor’s reports for the two most recent fiscal years contained explanatory paragraphs expressing substantial doubt about the Company’s ability to continue as a going concern but no adverse or qualified opinions. The Company also notes previously reported material weaknesses in internal control over financial reporting, including inadequate segregation of duties, insufficient written policies and procedures, and a lack of formal review and approval for related party transactions. The Company states there were no disagreements or other reportable events with either the prior or new auditor beyond these disclosed weaknesses.

Positive

• None.

Negative

• Prior audit reports included explanatory paragraphs noting substantial doubt about the Company’s ability to continue as a going concern.
• The Company reports a material weakness in internal control related to segregation of duties, insufficient written policies and procedures, and a lack of formal review and approval for related party transactions.

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

Date of auditor discharge: September 10, 2026 Date of new auditor engagement: September 10, 2026 Exhibit 16.1 letter date: September 16, 2026

3 metrics

Date of auditor discharge September 10, 2026 Date Stark Focus Group, Inc. discharged Boladale Lawal & Co. as auditor

Date of new auditor engagement September 10, 2026 Date CBIZ CPAs P.C. was engaged as new independent registered public accounting firm

Exhibit 16.1 letter date September 16, 2026 Date of Boladale Lawal & Co. letter to SEC regarding Item 4.01(a) disclosures

Key Terms

going concern, material weakness, segregation of duties, reportable events, +1 more

5 terms

going concern financial

"noted that there was substantial doubt as to 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.

material weakness financial

"other than the material weakness reported in the Company’s most recent Annual Report"

A material weakness is a significant flaw in the systems and checks a company uses to ensure its financial reports are accurate, meaning errors or fraud could happen and not be caught. For investors it matters because it raises the risk that reported results are unreliable—similar to finding a hole in a ship’s hull—potentially leading to corrected financials, regulatory action, reduced trust, and negative effects on stock value and borrowing costs.

segregation of duties financial

"relating to inadequate segregation of duties within account processes due to limited personnel"

Segregation of duties is the practice of splitting important financial and operational tasks among different people so no single person can both start, approve, and record the same transaction — like having one person ring up sales and another person deposit the money. For investors, it matters because this simple separation reduces the chance of mistakes or fraud, helps ensure financial reports are trustworthy, and lowers legal and reputation risk that can affect a company’s value.

reportable events regulatory

"nor were there any reportable events, as defined 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.

related party transactions financial

"a lack of formal review and approval process for related party transactions"

Transactions between a company and people or entities that have close ties to it—such as executives, board members, major shareholders, family members, or related companies—where the parties are not independent. These deals matter to investors because they can create conflicts of interest or hide favorable terms that distort a company’s true profits and risks; think of it like a business buying or selling to a family member instead of using the open market, which can lead to biased prices or undisclosed obligations.

FAQ

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

Why did Stark Focus Group, Inc. (SKFG) change its independent auditor?

On September 10, 2026, Stark Focus Group, Inc. discharged Boladale Lawal & Co. and engaged CBIZ CPAs P.C., stating the decision was driven by a desire to work with an audit firm operating in closer proximity to its new operating headquarters in New York City.

Did Stark Focus Group, Inc. (SKFG) report any disagreements with its prior auditor?

The Company states there were no disagreements with Boladale Lawal & Co. over accounting principles, financial statement disclosure, or auditing scope or procedure during the past two fiscal years and subsequent interim period that would have been referenced in the auditor’s reports.

What going concern language affects Stark Focus Group, Inc. (SKFG)?

Boladale Lawal & Co.’s reports on Stark Focus Group, Inc.’s two most recent fiscal years included explanatory paragraphs noting substantial doubt about the Company’s ability to continue as a going concern, although the opinions were not adverse and were not otherwise qualified.

What material weaknesses in internal control does Stark Focus Group, Inc. (SKFG) disclose?

The Company references a material weakness from its most recent Form 10-K and Form 10-Q, citing inadequate segregation of duties, insufficient written policies and procedures for accounting, IT, and financial reporting, and a lack of formal review and approval process for related party transactions.

Who is the new auditor for Stark Focus Group, Inc. (SKFG)?

Effective September 10, 2026, Stark Focus Group, Inc. engaged CBIZ CPAs P.C. as its new independent registered public accounting firm, with the engagement approved by the Company’s Board of Directors.

Were there any reportable events with the prior auditor for Stark Focus Group, Inc. (SKFG)?

The Company reports no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K, other than the previously disclosed material weakness in internal control over financial reporting.

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

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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): September 10, 2026

STARK FOCUS GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada		333-237100		32-0610316
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification Number)

570 Lexington Avenue, 41st Floor, New York, NY		10022
(Address of principal executive offices)		(Zip Code)

(646) 348-9369

(Registrant’s telephone number, including area code)

_________________________________________________ 

(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.

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.

(a) Discharge of independent registered public accounting firm

On September 10, 2026, Stark Focus Group, Inc. (“we”, “our”, “us” and the “Company”) discharged Boladale Lawal & Co. (the “Prior Auditor”) from its engagement as our independent registered public accounting firm. The Company’s Board of Directors approved this decision. Our decision to change our independent registered public accounting firm was due to our desire to engage a firm that operates in closer proximity to our new operating headquarters in New York City.

The reports of the Prior Auditor on the Company’s financial statements as of and for our two most recent fiscal years did not contain an adverse opinion or a disclaimer of opinion, nor were those reports qualified or modified as to uncertainties, audit scope or accounting principles, other than explanatory paragraphs with regard to each fiscal year that noted that there was substantial doubt as to the Company’s ability to continue as a going concern.

During the Company’s two most recent fiscal years and the subsequent interim period since the end of the Company’s last fiscal year, there were no disagreements between the Company and the Prior Auditor on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of the Prior Auditor, would have caused it to make reference to the subject matter of the disagreements in its reports on the our financial statements for those years, nor were there any reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, during that period, other than the material weakness reported in the Company’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q relating to inadequate segregation of duties within account processes due to limited personnel, insufficient written policies and procedures for accounting, IT, and financial reporting and record keeping, and a lack of formal review and approval process for related party transactions.

We have furnished a copy of the disclosure in this Item 4.01(a) to the Prior Auditor and requested that it furnish us with a letter addressed to the SEC stating whether it agrees with these statements. We have received that letter and attached it to this Form 8-K as Exhibit 16.1 hereto.

(b) Engagement of new independent registered public accounting firm

On September 10, 2026, the Company engaged CBIZ CPAs P.C. (the “New Auditor”) to act as its new independent registered public accounting firm. The Company’s Board of Directors approved the decision to engage the New Auditor. During the Company’s two most recent fiscal years and the subsequent interim period since the end of the Company’s last fiscal year through the date of the engagement, neither the Company, nor anyone on the Company’s behalf consulted with the New Auditor regarding (1) the application of accounting principles to a specified transaction, either completed or proposed; (2) the type of audit opinion that might be rendered on the Company’s financial statements; or (3) the subject of any “disagreement,” as defined in Item 304(a)(1)(iv) of Regulation S-K, 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
16.1		Letter dated September 16, 2026 from Boladale Lawal & Co. to the Securities and Exchange Commission regarding the disclosures contained in Item 4.01(a) of this Form 8-K
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

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.

	STARK FOCUS GROUP, INC.
Date: September 16, 2026	By:	/s/ John Lipman
	Name:	John Lipman
	Title:	Director, Chief Executive Officer, and Chief Financial Officer

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Filing Exhibits & Attachments

6 documents

Other Documents

• EX-16.1 LETTER 3.3 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 4.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 12.9 KB
• EX-101 XBRL TAXONOMY EXTENSION CALCULATION LINKBASE 901 B
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 8.1 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 2.1 KB