XTI Aerospace shifts auditor role from CBIZ to KPMG

XTI Aerospace, Inc. has changed its external auditor.

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Form Type

8-K

Rhea-AI Filing Summary

XTI Aerospace, Inc. has changed its external auditor. The company dismissed CBIZ CPAs P.C. as principal accountants effective June 26, 2026 and engaged KPMG LLP as its new principal accountants, following approval by the Board’s Audit Committee.

For the year ended December 31, 2025, CBIZ’s audit report contained no adverse opinion, disclaimer of opinion, or qualifications regarding uncertainty, audit scope, or accounting principles. The company reports no disagreements or reportable events with CBIZ during its tenure and states that it did not consult KPMG on accounting matters or potential audit opinions before this engagement.

Insights

XTI Aerospace rotates auditors from CBIZ to KPMG with no reported disputes.

XTI Aerospace replaced CBIZ with KPMG as principal accountants effective June 26, 2026, with the decision approved by the Audit Committee. The filing highlights that CBIZ’s audit opinion for the year ended December 31, 2025 was clean.

The company reports no disagreements or reportable events with CBIZ and notes that it did not consult KPMG on specific accounting treatments or expected opinions before engagement. This framing presents the switch as a governance choice rather than a response to disclosed accounting disputes.

Future annual and quarterly reports audited by KPMG will reflect this new relationship, and any changes in presentation or disclosures would be observable in those subsequent filings.

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

Auditor dismissal effective date: June 26, 2026 New auditor engagement date: June 26, 2026 Last audited year by CBIZ: Year ended December 31, 2025 +1 more

4 metrics

Auditor dismissal effective date June 26, 2026 CBIZ dismissed as principal accountants

New auditor engagement date June 26, 2026 KPMG engaged as principal accountants

Last audited year by CBIZ Year ended December 31, 2025 CBIZ issued clean audit opinion

Prior auditor change date April 15, 2025 Marcum LLP dismissed and CBIZ appointed previously

Key Terms

principal accountants, reportable events, independent registered public accounting firm, Item 304(a)(1)(v) of Regulation S-K

4 terms

principal accountants financial

"CBIZ was previously the principal accountants for XTI Aerospace, Inc."

reportable events regulatory

"there were no: (1) disagreements ... or (2) reportable events (within the meaning of 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.

independent registered public accounting firm financial

"CBIZ was appointed as the Company’s independent registered public accounting firm."

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.

Item 304(a)(1)(v) of Regulation S-K regulatory

"reportable events (within the meaning of Item 304(a)(1)(v) of Regulation S-K)."

FAQ

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

What auditor change did XTI Aerospace (XTIA) announce?

XTI Aerospace dismissed CBIZ CPAs P.C. as its principal accountants and engaged KPMG LLP as the new principal accountants, effective June 26, 2026, following approval by the company’s Audit Committee of the Board of Directors.

Were there any disagreements between XTI Aerospace (XTIA) and CBIZ?

The company states there were no disagreements with CBIZ on accounting principles, financial statement disclosure, or audit scope or procedures, and no reportable events as defined under Item 304(a)(1)(v) of Regulation S-K during CBIZ’s engagement period.

How did CBIZ’s audit opinion on XTI Aerospace’s 2025 financials read?

CBIZ’s audit report on XTI Aerospace’s consolidated financial statements for the year ended December 31, 2025 contained no adverse opinion or disclaimer of opinion and was not qualified or modified regarding uncertainty, audit scope, or accounting principles.

Did XTI Aerospace (XTIA) consult KPMG before appointing them auditor?

The company reports that during the fiscal years ended December 31, 2025 and 2024 and through June 26, 2026, it did not consult KPMG on specific accounting applications, potential audit opinions, or any matters involving disagreements or reportable events.

Who approved XTI Aerospace’s decision to appoint KPMG as auditor?

The decision to dismiss CBIZ and appoint KPMG LLP as XTI Aerospace’s principal accountants was approved by the Audit Committee of the company’s Board of Directors, reflecting board-level oversight of the external auditor transition.

What document did CBIZ provide regarding XTI Aerospace’s auditor change?

CBIZ provided a letter addressed to the Securities and Exchange Commission, attached as Exhibit 16.1, stating its position on the company’s disclosures about the change in principal accountants on June 26, 2026.

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

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Accepted by SEC EDGAR 06/26/2026 - 07:05 AM EDT

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): June 26, 2026

XTI AEROSPACE, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-36404		88-0434915
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

15505 Wright Brothers Dr. Addison, TX		75001
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (800) 680-7412

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K 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		XTIA		The Nasdaq Capital Market

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

CBIZ CPAs P.C. (“CBIZ”) was previously the principal accountants for XTI Aerospace, Inc. (the “Company”). CBIZ was dismissed effective June 26, 2026 from their engagement for the Company, and KPMG LLP (“KPMG”) was engaged as the Company’s principal accountants. The decision to change accountants was approved by the Audit Committee of the Company’s Board of Directors.

As previously disclosed in a Current Report on Form 8-K filed on March 27, 2025 Marcum LLP was dismissed effective April 15, 2025 and CBIZ was appointed as the Company’s independent registered public accounting firm.

From the period April 15, 2025 through the date of CBIZ’s dismissal, there were no: (1) disagreements with CBIZ on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference in connection with their opinion to the subject matter of the disagreement, or (2) reportable events (within the meaning of Item 304(a)(1)(v) of Regulation S-K).

The audit report of CBIZ on the consolidated financial statements of the Company and its subsidiaries as of and for the year ended December 31, 2025 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

The Company provided CBIZ with a copy of this current report on Form 8-K and requested that CBIZ furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether CBIZ agreed with the statements made by the Company set forth above. A letter from CBIZ is attached as Exhibit 16.1 to this Form 8-K.

During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through June 26, 2026, neither the Company, nor anyone on behalf of the Company, consulted KPMG 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 KPMG concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a “disagreement” (within the meaning of Item 304(a)(1)(iv) of Regulation S-K) or a “reportable event” (within the meaning of Item 304(a)(1)(v) of Regulation S-K).

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description
16.1		June 26, 2026 Letter from CBIZ, Inc.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

	XTI AEROSPACE, INC.

Date: June 26, 2026	By:	/s/ Brooke Turk
	Name:	Brooke Turk
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

XTI Aerospace shifts auditor role from CBIZ to KPMG

Rhea-AI Filing Summary