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2026-04-14
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
April 15, 2026 (April 14, 2026)
TRADEWINDS UNIVERSAL
(Exact Name of Registrant as Specified in Charter)
| Wyoming |
|
333-276233 |
|
87-4254479 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
| |
501
Mercury Lane, Brea,
CA 92821 |
|
| |
(Address
of Principal Executive Offices, and Zip Code)
|
|
| |
(855)
434-44887 |
|
| |
Registrant’s
Telephone Number, Including Area Code
|
|
| |
|
|
| |
(Former Name or
Former Address, if Changed Since Last Report) |
|
Securities registered pursuant to Section 12(b) of
the Act: None
Securities registered pursuant to Section 12(g) of
the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange
on
which registered |
| Common
Stock, par value $.001 |
|
TRWD |
|
OTC
|
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 (see General
Instruction A.2. below):
☐ Written
communication 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
communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2).
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 8.01. Other Events.
On April 14, 2026 Tradewinds Universal, Inc. (the “Company”)
filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Following the filing of the Form 10-K, the Company was advised by Astra
Audit & Advisory, the Company’s past (December 31, 2024) independent registered public accounting firm, that its consent for
its report for December 31, 2024 should have been obtained and filed in connection with the filing of Form 10-K for the year ended December
31, 2025.
The Company is working with Astra Audit & Advisory to obtain the
required consent as promptly as practicable. Upon receipt of the consent, the Company intends to file the consent with the Securities
and Exchange Commission and, if determined necessary or appropriate, to file an amendment to the December 31, 2025 Form 10-K solely to
include such consent.
Pending resolution of this matter, the Company is evaluating the effect
of the omitted consent on the incorporation by reference of the Original Form 10-K into any effective registration statements of the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number |
|
Exhibit 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: April 15, 2026 |
Tradewinds Universal |
| |
|
| |
|
|
| |
By: |
/s/ Andrew
Read |
| |
Name: |
Andrew Read |
| |
Title: |
Chief Executive Officer |