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~~October 28, 2024

Free Flow USA, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-54868	45-3838831
(State of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

9243 John F. Kennedy Blvd., Suite 104

North Bergen, NJ 07047

(Address of principal executive offices)

Phone: +(703) 789-3344

(Registrant’s telephone number)

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 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))

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 x

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. o

Securities registered pursuant to Section 12(b) of the Act: None.

Item 54.0201 –Changes ~~Departure~~in OfRegistrant’s ~~Directors~~Certifying ~~Or Principal Officers; Election Of Directors; Appointment Of Principal Officers~~Accountant.

(a) On ~~August~~October 2328, 2024, ~~Free~~the ~~Flow~~Company received a letter from the Securities and Exchange Commission informing the Company that the Public Accounting Oversight Board has revoked the registration of our auditor, ~~Inc.~~Yusufali & Associates, ~~(the~~LLC (“~~Company~~Yusufali”). The ~~appointed~~Board ~~Dr.~~of ~~Ravinder~~Directors ~~Tikoo~~of asRegistrant aapproved ~~Director~~the dismissal of Yusufali and ~~Chairman~~dismissed Yusufali as the independent certifying accountant for the Registrant. One of the ~~Board~~reports of ~~Directors~~Yusufali, included in the Annual Report for the period ended December 31, 2022, on the Registrant's financial statements for one of the ~~Company.~~past ~~Please~~two ~~find~~years ~~Dr.~~or ~~Tikoo’~~subsequent interim period contained an adverse opinion or disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope or accounting principles, containing a going concern qualification in the Registrant's ~~information~~audited ~~below.~~financial statements.

~~Ravinder~~During ~~Tikoo,~~the ~~M.D.,~~two ~~age~~most ~~57,~~recent isfiscal ayears ~~board-certified~~and ~~neurologist~~any ~~who~~subsequent ~~has~~interim ~~been~~period inpreceding ~~private~~Yusufali’s ~~practice~~dismissal, ~~since~~there ~~2008. From~~were ~~2002~~no todisagreements ~~2017,~~with ~~Dr.~~Yusufali ~~Tikoo~~on ~~served~~any asmatter ~~Assistant~~of ~~Clinical~~accounting ~~Professor~~principles ator ~~the~~practices, ~~New~~financial ~~York~~statement ~~Hospital/Weill~~disclosure, ~~Medical~~or ~~College~~auditing ofscope ~~Cornell~~or ~~University~~procedure, inwhich ~~New~~disagreement(s), ~~York. From~~if ~~1997~~not resolved to ~~2001,~~the ~~Dr.~~satisfaction ~~Tikoo~~of ~~served~~Yusufali asconcerning ~~Assistant~~the ~~Neurology~~subject ~~Attending/Instructor~~matter inof ~~Neurology~~each ~~for~~of ~~the~~such ~~New~~disagreements ~~York~~would ~~University~~have ~~Medical~~caused ~~Center,~~them ~~Department~~to ofmake ~~Neurology~~reference thereto in their report on the financial statements.

~~After~~Item ~~graduating with honors with a BS in Chemistry and Biochemistry from the University of Iowa, Dr~~9.01 ~~Tikoo~~Financial ~~continued~~Statements ~~his education there~~ and ~~received his medical degree in 1991~~Exhibits. He completed an internship in general medicine at Northwestern University Medical Center, followed by a residency in neurology at the New York Hospital/Cornell Medical Center. Dr. Tikoo then completed a fellowship in neurology, also at Cornell Medical Center.

Item 5.03 – Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Exhibit No.		Description

104		Cover Page Interactive Data File (embedded within the Inline XBRL Document)

On May 28, 2024, the Company filed a Certificate of Renewal and Revival of Charter with the Delaware Department of State, Division of Corporations in which the name of the corporation was changed from Free Flow, Inc. to Free Flow USA, Inc. SIGNATURE

~~Item~~Pursuant ~~8.01~~to –the ~~Other~~requirements ~~Events~~of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AsFree ofFlow ~~August 15~~USA, ~~2024, the Company’s principle executive offices have moved from 6269 Caledon Road, King George, Virginia 22485 to 9243 John F~~Inc. ~~Kennedy Blvd., Suite 104, North Bergen, New Jersey 07047.~~

~~Item~~Date: ~~9.01~~October ~~Financial~~31, ~~Statements and Exhibits.~~2024

Exhibit No.		Description
3.1		Certificate of Renewal and Revival filed May 28, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL Document)

By: /s/ Sabir Saleem

~~SIGNATURE~~Sabir Saleem

~~Pursuant~~President to& ~~the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~CEO

Free Flow, Inc.

Date: August 27, 2024By: /s/ Sabir Saleem

Sabir Saleem

President & CEO

Filing Compare · Free Flow USA, Inc.