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 30, 2024

Point of Care Nano-Technology, Inc.

(Exact name of registrant as specified in its charter)

Nevada		000-56356		27-2830681
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

109 AmberSweet Way, Davenport, FL, 33897
(Address of principal executive offices)

(732) 723-7395

(Registrant's telephone number, including area code)

(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:

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o	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: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging Growth Company o

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

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Item 4.01. Changes in Registrant’s Certifying Accountants.

(b) Appointment of Independent Registered Public Accounting Firm.

On May 30, 2024, Point of Care Nano-Technology, Inc. (the “Company”) engaged and executed an agreement with Fruci & Associates II (“Fruci”), PLLC as the Company’s new independent accountant for the fiscal years ended December 31, 2023 and 2022.

The board of directors of the Company, acting as the audit committee, approved the decision to engage Fruci.

During the Company’s fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through May 30, 2024, neither the Company nor anyone on its behalf consulted with Fruci on either (a) 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 consolidated financial statements of the Company and its subsidiaries, and no written report or oral advice was provided by Fruci to the Company that Fruci concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue, or (b) any matter that was the subject of either a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).

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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 hereunto duly authorized.

	POINT OF CARE NANO-TECHNOLOGY, INC.

Date: May 31, 2024	/s/ Nicholas DeVito
	Name: Nicholas DeVito
	Title: Chief Executive Officer

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Point of Care Nano-Technology, Inc. 8-K