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): February ~~January 12~~21, ~~2023~~2024 (~~January~~February 616, ~~2023~~2024)

CLEARTRONIC, INC.
(Exact name of registrant as specified in its charter)

Florida

000-55329

65-0958798

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

28050 US Hwy 19 N, Suite 310, Clearwater, FL 33761

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: 813-289-7620

8000 North Federal Highway, Suite 100, Boca Raton, Florida 33487

(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 (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
N/A		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 checkmark 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. ☐

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Item 74.01. ~~Regulation~~- FDChanges ~~Disclosure.~~in Registrant’s Certifying Accountant

On ~~January~~February 1216, ~~2023~~2024, ~~Cleartronic, Inc. (~~the ~~“Company”)~~audit ~~issued~~practice ~~a press release announcing that its Board~~ of ~~Directors~~Assurance approved a stock repurchase program pursuant to which the Company may repurchase shares of its outstanding common stock based on market conditions and other factors and in accordance with all applicable securities laws and regulationsDimensions, ~~including Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended~~ (~~the~~ “~~Exchange Act~~Assurance”)~~. The extent to which the Company repurchases its shares~~, resigned ~~and the timing of such repurchases, will depend upon a variety of factors, including market conditions, regulatory requirements and other corporate considerations,~~ as ~~determined by~~ the ~~Company’s~~independent ~~management.~~registered ~~The~~public ~~repurchase~~accounting ~~program~~firm ~~may~~for ~~be extended~~Cleartronic, ~~suspended, or discontinued at any time~~Inc. ~~The Company expects to finance~~ (the ~~program from existing cash resources~~“Company”).

The ~~press~~Company ~~release~~provided isAssurance ~~furnished~~with ~~herewith~~a ascopy ~~Exhibit~~of ~~99.1~~this ~~and~~Current isReport ~~incorporated~~on Form by8-K ~~reference herein. The information contained in~~ (the ~~press~~“Report”) ~~release~~prior ~~is being furnished and shall not be deemed filed for purposes of Section 18 of the Exchange Act, or otherwise subject~~ to ~~the~~its ~~liability~~filing ofwith ~~that Section, and shall not be incorporated by reference into any registration statement or other document filed under~~ the Securities ~~Act~~and ~~of 1933, as amended, or the~~ Exchange ~~Act,~~Commission ~~except as shall be expressly set forth by specific reference in such filing~~(“SEC”).

~~Item~~On 8February 19, 2024, a majority of the directors of Cleartronic Inc.01 engaged M&K CPAS, PLLC (“M&K”) as its independent registered public accounting firm. Neither ~~Other~~the ~~Events~~Company nor anyone on its behalf has consulted M&K 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 event identified in response to item 304(a)(2) of Regulation S-K.

OnThe ~~January~~Company 6,provided ~~2023,~~M&K ~~the~~with ~~Company’s~~a ~~Board~~copy of ~~Directors~~this ~~approved~~Current aReport ~~stock~~on Form ~~repurchase~~8-K ~~program.~~(the ~~The~~“Report”) ~~information~~prior ~~set~~to ~~forth~~its ~~under~~filing ~~Item~~with ~~7.01 above regarding~~ the ~~stock~~Securities ~~repurchase~~and ~~program~~Exchange isCommission ~~incorporated herein by reference~~(“SEC”).

Item 9.01 Financial Statements and Exhibits

(da) ~~Exhibits~~The following Exhibit is being filed with this Current Report on Form 8-K:

Exhibit
Number		Description
99.1		Press release issued by the registrant on January 12, 2023.
16.1		Letter from resigning Auditor, dated February 21, 2024
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 thereunto duly authorized.

Date: January 12, 2023	CLEARTRONIC, INC.
Date: February 21, 2024	CLEARTRONIC, INC.
	By:	/s/Larry ~~Michael M. Moore~~Reid
		Michael M. Moore
		Larry Reid
		Chief Executive Officer
		Chief Financial Officer

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Cleartronic, Inc. 813 289-7620 NONE false 0001362516 0001362516 2023-01-12 2023-01-12

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