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Auditor change at Waste Energy Corp. (WAST) as Integrität resigns, M&K hired

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Waste Energy Corp. reported that Integrität Audit, Accounting & Advisory, LLC resigned as its independent registered public accounting firm on May 19, 2026. Integrität had been engaged to audit the company’s financial statements for the fiscal year ended December 31, 2025 but did not complete the audit and issued no audit report for that period.

The company states there were no disagreements with Integrität over accounting principles, financial statement disclosure, or audit scope, and no reportable events under Regulation S-K Item 304(a)(1)(v) during the engagement. The board and audit committee approved the engagement of M&K CPAs, PLLC as the new independent registered public accounting firm for the fiscal year ending December 31, 2025, subject to customary acceptance procedures and a final engagement letter.

Positive

  • None.

Negative

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Insights

Auditor change disclosed, with no reported disputes and a successor firm selected.

Waste Energy Corp. reports the resignation of Integrität as its independent auditor on May 19, 2026, before completion of the audit for the year ended December 31, 2025. Mid-process auditor changes often draw attention because they relate directly to financial reporting oversight.

The company indicates there were no disagreements on accounting principles, disclosures, or audit scope and no reportable events under Regulation S-K. The audit committee and board have approved M&K CPAs, PLLC as the new auditor, subject to standard client acceptance procedures, which helps maintain continuity for the 2025 audit cycle.

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.
Auditor resignation date May 19, 2026 Integrität resigned as independent auditor
New auditor approval date May 21, 2026 Audit Committee and Board approved M&K CPAs, PLLC
Fiscal year end under audit December 31, 2025 Year for which audit engagement applies
Exhibit 16.1 Integrität letter dated May 19, 2026 To be filed confirming auditor change disclosures
independent registered public accounting firm financial
"resigned as the independent registered public accounting firm of Waste Energy Corp."
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.
reportable events regulatory
"there were no 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.
Item 304(a)(1)(v) of Regulation S-K regulatory
"no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K"
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.
Audit Committee financial
"the Audit Committee and Board of Directors approved the engagement of M&K CPAs, PLLC"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

FAQ

What did Waste Energy Corp. (WAST) announce about its independent auditor?
Waste Energy Corp. disclosed that Integrität Audit, Accounting & Advisory, LLC resigned as its independent registered public accounting firm on May 19, 2026. Integrität had been engaged to audit the company’s 2025 financial statements but did not complete the audit or issue a report.

Were there any reported disagreements between Waste Energy Corp. (WAST) and Integrität?
The company states there were no disagreements with Integrität on accounting principles, financial statement disclosures, or audit scope or procedures. It also reports no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K during Integrität’s engagement period.

Who is the new independent registered public accounting firm for Waste Energy Corp. (WAST)?
Waste Energy Corp.’s audit committee and board approved engaging M&K CPAs, PLLC as the new independent registered public accounting firm for the fiscal year ending December 31, 2025. This engagement is subject to customary client acceptance procedures and execution of a final engagement letter.

For which fiscal year was Integrität engaged to audit Waste Energy Corp. (WAST)?
Integrität was engaged to audit Waste Energy Corp.’s financial statements for the fiscal year ended December 31, 2025. The firm resigned before completing this work and did not issue an audit report covering that fiscal year for the company.

Will Waste Energy Corp. (WAST) file a letter from Integrität with the SEC?
The company provided Integrität with its disclosures and requested a letter stating whether Integrität agrees with those statements. Waste Energy Corp. plans to file this letter as Exhibit 16.1 once available, giving the SEC and investors additional confirmation of the disclosed details.

Did Waste Energy Corp. (WAST) consult M&K CPAs before their engagement on accounting matters?
The company reports that, during its two most recent fiscal years and subsequent interim periods before M&K CPAs’ engagement, neither it nor its representatives consulted M&K CPAs on accounting applications, possible audit opinions, or any matters involving disagreements or reportable events under Regulation S-K.

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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): May 19, 2026

 

Waste Energy Corp.

(Exact name of registrant as specified in its charter)

 

Nevada   000-55049   27-3098487

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

3250 Oakland Hills Court, Fairfield, CA 94534

(Address of principal executive offices and Zip Code)

 

Registrant’s telephone number, including area code: 424.570.9446

 

Not applicable

(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:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Nil   N/A   N/A

 

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.

 

On May 19, 2026, Integrität Audit, Accounting & Advisory, LLC (“Integrität”) resigned as the independent registered public accounting firm of Waste Energy Corp. (the “Company”).

 

Because Integrität was engaged to audit the Company’s financial statements for the fiscal year ended December 31, 2025 and did not complete the audit, Integrität has not issued an audit report on the Company’s financial statements for the fiscal year ended December 31, 2025.

 

During the period from Integrität’s engagement through the date of its resignation, there were no disagreements between the Company and Integrität on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Integrität’s satisfaction, would have caused Integrität to make reference thereto in its report on the financial statements.

 

During the same period, there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.

 

The Company provided Integrität with a copy of the disclosures contained in this Current Report on Form 8-K and requested that Integrität furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made herein. A copy of Integrität’s letter will be filed as Exhibit 16.1 to this Current Report on Form 8-K.

 

Appointment of New Independent Registered Public Accounting Firm

 

On May 21, 2026, the Audit Committee and Board of Directors approved the engagement of M&K CPAs, PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, subject to completion of customary client acceptance procedures and execution of a final engagement letter.

 

During the Company’s two most recent fiscal years and any subsequent interim period prior to the engagement of M&K CPAs, PLLC, neither the Company nor anyone acting on its behalf consulted with M&K CPAs, PLLC regarding (i) the application of accounting principles to a specific completed or contemplated transaction, (ii) the type of audit opinion that might be rendered on the Company’s financial statements, or (iii) any matter that was the subject of a disagreement or reportable event as defined in Item 304(a)(1)(iv) and (v) of Regulation S-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
16.1   Letter from Integrität Audit, Accounting & Advisory, LLC dated May 19, 2026.
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.

 

Waste Energy Corp.  
     
By: /s/ Scott Gallagher  
  Scott Gallagher  
  Chief Executive Officer  
     
Date: May 21, 2026  

 

 

 

 

 

 

 

 

 

Source: View Original Filing on SEC EDGAR

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