UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 2, 2023

PINEAPPLE, INC.

(Exact name of registrant as specified in its charter)

Nevada

000-55896

47-5185484

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

10351 Santa Monica Blvd., Suite 420

Los Angeles, California

90025

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (877) 310-7675

n/a

(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 to 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		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, $0.0000001 par value		PNPL		OTC Pink

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

Change in Registrant’s Certifying Accountant.

Previous independent registered public accounting firm

Effective as of August 2, 2023 (the “Effective Date”), the Board of Directors (the “Board”) of Pineapple, Inc., a Nevada corporation (the “Company”), dismissed BF Borgers CPA PC (the “Former Auditor”) as the independent registered public accounting firm of the Company.

Neither of the Former Auditor’s reports on the Company’s financial statements for each of the last two fiscal years ended December 31, 2022 and 2021 contained an adverse opinion or a disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope, or accounting principles, except that the Former Auditor’s report for the Company’s financial statements for the fiscal years ended December 31, 2022 and 2021 contained an explanatory paragraph in respect to uncertainty as to the Company’s ability to continue as a going concern. During the Company’s two most recent fiscal years ended December 31, 2022 and 2021 and any subsequent interim period through the Effective Date, there were (i) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) with the Former Auditor on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of the Former Auditor, would have caused the Former Auditor to make reference to the subject matter of the disagreements in their reports on the Company’s financial statements, and (ii) no reportable events (as described in paragraphs (a)(1)(v) (A) through (D) of Item 304 of Regulation S-K).

The Company has requested that the Former Auditor furnish the Company with a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements. A copy of the requested letter received from The Former Auditor, dated August 2, 2023, stating that they agree is filed as Exhibit 16.1 to this Form 8-K.

New independent registered public accounting firm

Effective as of the Effective Date, the Board approved the engagement of Reliant CPA PC (the “New Auditor”) to serve as the Company’s new independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023.

During the two most recent fiscal years ended December 31, 2022 and 2021 and through the Effective Date, the Company has not consulted with the New Auditor regarding either:

1. The application of accounting principles to any 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 was provided to the Company nor oral advice was provided that the New Auditor concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or

2. Any matter that was either the subject of a disagreement (as defined in Regulation S-K, Item 304(a)(1) (iv) and the related instructions) or reportable event (as defined in Regulation S-K, Item 304(a)(1)(v)) between the Company and the Former Auditor.

Item 9.01

Financial Statements and Exhibits

Exhibit No.		Description
16.1		Letter from BF Borgers CPA PC, dated as of August 2, 2023, addressed to the U.S. Securities and Exchange Commission (filed herewith).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 2, 2023

	PINEAPPLE, INC.

	By:	/s/ Shawn Credle
	Name:	Shawn Credle
	Title:	Chief Executive Officer

PINEAPPLE, INC. 8-K