GOLDENWELL BIOTECH, INC. 8-K

What Happened

• Goldenwell Biotech (GWLL) filed an Item 4.02 8-K reporting that certain previously filed quarterly financial statements for 2025 should not be relied upon. The company says it will amend its March 31, 2025, June 30, 2025, and September 30, 2025 Form 10‑Qs and anticipates completing restatements by approximately June 30, 2026.
• The company’s independent registered public accounting firm, Michael Gillespie & Associates, notified Goldenwell that a legal invoice dated September 23, 2025 for $9,840 (covering legal services from May 21, 2024 to September 23, 2025) was not recorded in the quarters when services were performed. Goldenwell plans to recognize portions of that expense in the following quarters: $2,280 (Mar 31, 2025), $2,200 (Jun 30, 2025), and $2,080 (Sep 30, 2025). The filing also cites errors in timing of revenue recognition and misclassification of prepaid fees to OTC Markes Group, Inc. that should have been deferred and amortized.

Key Details

• Auditor: Michael Gillespie & Associates, PLLC; auditor letter dated May 26, 2026 included as an exhibit.
• Invoice amount at issue: $9,840 for legal services from May 21, 2024 through September 23, 2025.
• Expected amendments/restatement completion: approximately June 30, 2026.
• Specific quarter adjustments disclosed: +$2,280 (Mar 31, 2025), +$2,200 (Jun 30, 2025), +$2,080 (Sep 30, 2025). The filing states the related 10‑Qs should not be relied upon “insofar as they relate to” the $9,840 of accrued legal expenses.

(As reported in the filing: the auditor notification date and invoice date appear inconsistent in the text; investors should review the filed exhibits and amended 10‑Qs for final details.)

Why It Matters

• The 8‑K signals the company will restate previously filed quarterly results and that certain 2025 10‑Qs are unreliable for the issues described. Restatements affect the comparability of quarterly results and require investors to rely on upcoming amended filings for accurate historical financials.
• While the dollar amount cited ($9,840) is modest in absolute terms, the issues include both expense timing and revenue/prepaid fee recognition—areas that can materially affect reported revenue and margins depending on the company’s size and prior disclosures. Monitor the amended 10‑Qs and the auditor’s letter for the final corrected amounts and any discussion of internal controls or further implications.