Nukkleus Inc. 8-K

What Happened

• Nukkleus Inc. filed an 8‑K on January 14, 2026 announcing that it dismissed GreenGrowth CPAs as its independent registered public accounting firm and, effective January 14, 2026, engaged Somekh Chaikin (a member firm of KPMG International) as its independent external auditors for the year ending December 31, 2025. The appointment of Somekh Chaikin had been approved by stockholders at the company’s November 6, 2025 annual meeting and is subject to completion of Somekh Chaikin’s client acceptance procedures.

Key Details

• Previous auditor: GreenGrowth CPAs had served since November 2023 and was dismissed as of January 14, 2026.
• Audit reports: GreenGrowth’s audit reports for fiscal years ended December 31, 2024, September 30, 2024 and 2023 contained no adverse opinions or disclaimers; they did include explanatory going‑concern paragraphs about recurring losses and a working capital deficit.
• Disagreements/reportable events: There were no disagreements or reportable events with GreenGrowth for the periods noted, through January 14, 2026.
• Administrative items: The company provided GreenGrowth a copy of this 8‑K and requested a letter to the SEC; GreenGrowth’s letter dated January 14, 2026 is filed as Exhibit 16.1.

Why It Matters

• Auditor changes are material because they affect who reviews and attests to the company’s financial statements. Investors should note that the new auditor engagement is subject to client acceptance, so the change is not purely procedural.
• The prior auditors’ going‑concern explanatory paragraphs highlight ongoing financial challenges (recurring losses and working capital deficit), a key fact for investors assessing risk and the credibility of future financial reporting.