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): ~~June~~November 101, ~~2021~~2025

~~NORRIS~~Norris ~~INDUSTRIES~~Industries, ~~INC~~Inc.

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~specified in ~~Charter~~its charter)

Nevada	000-55695	46-~~503476~~5034746
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

102 Palo Pinto St., Suite B
4102 Palo Pinto St, Suite B Weatherford, Texas		76086
Weatherford, Texas		76086
(Address of principal executive offices)		(Zip Code)
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (855) 809-6900

(Former name ~~Name~~ or ~~Former~~former ~~Address~~address, if ~~Changed~~changed ~~Since~~since ~~Last~~last ~~Report~~report.)

~~Check~~Securities ~~the~~registered ~~appropriate~~pursuant ~~box below if the Form 8-K filing is intended~~ to ~~simultaneously~~Section ~~satisfy~~12(g) ~~the filing obligation~~ of the ~~registrant under any of the following provisions (see General Instruction A.2. below)~~Act:

[Title ]of ~~Written~~each ~~communications~~class ~~pursuant~~Trading toSymbol(s) ~~Rule~~Name ~~425~~on ~~under~~exchange ~~the~~on ~~Securities~~which ~~Act~~registered ~~(17~~Common ~~CFR~~Stock ~~230.425)~~NRIS OTCMKTS

[Check the ]appropriate ~~Soliciting~~box ~~material~~below ~~pursuant~~if tothe ~~Rule~~Form ~~14a~~8-12K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General ~~240~~Instructions A.~~14a-12~~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))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securiteis 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 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~~Item 4.01. Changes in Registrant’s Certifying Accountant

On ~~June~~November 101, ~~2021~~2025, the ~~Board~~partners ofand ~~Directors~~professional staff of ~~Norris~~Horne ~~Industries,~~LLP ~~Inc.~~ (“~~Company~~Horne”), ~~dismissed~~which ~~Marcum~~was ~~LLP~~engaged as the independent registered public accounting firm toof the ~~Company~~registrant, Norris Industries, Inc. ~~The~~(the “Company”), ~~engaged~~joined ~~Horne~~BDO USA, ~~LLP~~P.C. to(“BDO”). As bea result of this transaction, Horne resigned as the Company’s independent registered public accounting firm toon ~~the~~October 31, 2025. On November 1, 2025, following the resignation of Horne, the Company, ~~for~~through and with the ~~fiscal~~approval ~~year~~of ~~ending~~its ~~February~~Board 28of Directors, ~~2022~~appointed BDO as its independent registered public accounting firm.

~~Termination~~The report of ~~Marcum~~Horne ~~LLP~~on the financial statements of the Company for the fiscal year ended February 28, 2025, and February 29, 2024 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

~~The~~During ~~reports~~the ofCompany’s ~~Marcum~~fiscal ~~LLP~~year ~~(“Marcum”)~~ended onFebruary 28, 2025, and February 29, 2024 and through October 31, 2025, there were no disagreements between the Company’s ~~consolidated~~and ~~balance~~Horne ~~sheets~~on asany matter of ~~February~~accounting 29principles or practices, ~~2020~~financial ~~and~~statement ~~February~~disclosure, or auditing scope 28or procedure, ~~2021~~which ~~and~~disagreements, ~~the~~if ~~related~~not ~~consolidated~~resolved ~~statements~~to the satisfaction of ~~operations~~Horne, ~~consolidated~~would ~~statements~~have caused Horne to make reference to the subject matter of ~~changes~~the disagreements in ~~stockholders~~connection with its audit report on the Company’s ~~equity~~financial ~~and~~statements. During the Company’s ~~consolidated~~past ~~statements~~fiscal ofyear ~~cash~~ended ~~flows~~February ~~for~~28, 2025, and the ~~years~~interim ~~then~~period ~~ended~~through October 31, 2025, Horne did not ~~contain~~advise anthe ~~adverse~~Company ~~opinion~~of orany ~~disclaimer~~of the matters specified in Item 304(a)(1)(v) of ~~opinion~~Regulation S-K.

~~During~~The ~~the~~ Company’s ~~most~~provided ~~recent~~Horne ~~fiscal~~with ~~year,~~a ~~and~~copy ~~the~~of ~~period~~this ~~subsequently~~report ~~through~~on ~~June~~Form ~~10,~~8-K ~~2021,~~in ~~there~~accordance ~~were~~with noItem ~~disagreements~~304(a) ~~between the Company and Marcum on any matter~~ of ~~accounting~~Regulation ~~principles~~S-K orprior ~~practices,~~to ~~financial~~its ~~statement~~filing ~~disclosure,~~with the orSecurities ~~auditing~~and ~~scope~~Exchange orCommission ~~procedure, which~~and ~~disagreements,~~requested ifthat ~~not~~Horne ~~resolved~~furnish to the ~~satisfaction~~Company ofwith ~~Marcum,~~a ~~would~~letter ~~have~~addressed ~~caused it~~ to ~~make a reference to~~ the ~~subject~~Securities ~~matter~~and ofExchange ~~the~~Commission ~~disagreements~~stating inwhether ~~connection~~it agrees with ~~their review on~~ the ~~Company’s~~above ~~financial~~ statements ~~for~~and, ~~such~~if ~~periods.~~it Indoes ~~its~~not ~~Annual Report on Form 10-K~~agree, the ~~Company~~respects ~~disclosed~~in ~~control deficiencies~~ which ~~are~~it ~~material~~does ~~weaknesses~~not agree. ~~There were no other reportable events (as described~~A ~~under~~copy ~~Item 304(a)(1)(v)~~ of ~~Regulation S-K) during~~ the ~~Company’s~~letter ~~most~~from ~~recent~~Horne ~~fiscal~~is ~~year~~filed ~~and~~as ~~subsequently~~Exhibit ~~through~~16.1 ~~June 10, 2021~~hereto.

~~The~~During the Company’s ~~has~~two ~~provided~~most ~~Marcum~~recently ~~with~~completed afiscal ~~copy~~years and through the date of ~~this~~engagement ~~disclosure~~of ~~and~~BDO, ~~requested~~neither ~~that~~the ~~Marcum~~Company ~~furnish~~nor anyone on behalf of the Company consulted with BDO regarding (a) ~~letter~~the ~~addressed~~application of accounting principles to ~~the~~a specified transaction, either ~~Securities~~completed ~~and~~or ~~Exchange~~proposed, ~~Commission~~or ~~stating~~the ~~whether~~type itof ~~agrees~~audit oropinion ~~disagrees~~that ~~with~~might be rendered on the Company’s financial statements byas ~~the~~to which the Company received a written report or oral advice that was an important factor in ~~this~~reaching ~~Current~~a ~~Report~~decision on any accounting, auditing or financial ~~Form~~reporting 8issue; or (b) any matter that was the subject of a disagreement or a reportable event as defined in Items 304(a)(1)(iv)and (v), respectively, of Regulation S-K.

AItem ~~copy~~9.01 ofFinancial ~~the~~Statements ~~letter~~and ~~from Marcum is attached hereto as Exhibit 16.1~~Exhibits

~~Engagement~~(d) Exhibits. The exhibits listed in the following Exhibit Index are filed as part of ~~Horne,~~this ~~LLP~~Current Report on Form 8-K.

On June 10, 2021, the Company engaged Horne, LLP (“Horne”), as its new independent registered public accounting firm. The engagement of Horne was approved by the Company’s Board of Directors on June 9, 2021.

16.1	Letter from Horne LLP, dated November 1, 2025, addressed to the Securities and Exchange Commission.

104	Cover Page Interactive Data file (embedded within the Inline XBRL document).

During the Company’s most recent fiscal year ended February 28, 2021 and through June 10, 2021, neither the Company nor anyone acting on its behalf consulted with Horne regarding either (i) the application of accounting principles to a specific transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report was provided to the Company or oral advice was provided that Horne concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) 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).

ITEM 9.01. Financial Statements and Exhibits.

NUMBER		EXHIBIT
16.1		Letter from Marcum LLP, dated June 16, 2021, regarding the Change in Certifying Accountant. (Filed herewith.)

SIGNATURES

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

	Norris Industries, Inc.
	NORRIS INDUSTRIES, Inc.
Dated: June 16, 2021	/s/ Patrick Norris
Dated: November 3, 2025	By:	/s/ Patrick L. Norris
	Patrick Norris, Chief Executive Officer
		Patrick L. Norris,
		Chief Executive Officer

Filing Compare · Norris Industries, Inc.