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8-KAccepted Sep 22, 4:30 PM ET

Bowen Acquisition Corp Replaces Independent Auditor; Dismisses UHY

Bowen Acquisition Corp

Accepted (ET)

4:30 PM

Sep 22, 2026

Filed

Sep 22, 2026

Documents

12

Size

259.9 KB

Summary

Bowen Acquisition Corp Replaces Independent Auditor; Dismisses UHY

Updated

What Happened

  • Bowen Acquisition Corp announced on September 9, 2026 that the Board has dismissed its independent registered public accounting firm, UHY LLP. The Audit Committee had approved engaging INBERGO CPA LLP as the Company’s new independent registered public accounting firm on August 31, 2026.
  • UHY did not issue an audit report for the fiscal year ended December 31, 2025. UHY’s audit reports for fiscal years ended December 31, 2024 and 2023 were unqualified (no adverse opinion or disclaimer) but included explanatory paragraphs about substantial doubt regarding the Company’s ability to continue as a going concern.

Key Details

  • Date of notice to UHY: September 9, 2026; Audit Committee approval of INBERGO: August 31, 2026.
  • UHY issued no audit report for FY 2025; prior reports for FY 2024 and FY 2023 were unqualified but noted going-concern uncertainty.
  • No disagreements between Bowen and UHY on accounting, disclosure, or audit scope during FYs 2024–2025 and through Sep 9, 2026.
  • The only reportable matter disclosed was a previously disclosed material weakness in internal control over financial reporting related to lack of a qualified SEC reporting professional.
  • Bowen and its representatives did not consult INBERGO on accounting or auditing matters during FYs 2024–2025 and through Aug 31, 2026.

Why It Matters

  • A change of independent auditor is material because it can affect investor confidence in the company’s financial reporting process and timing of future audits or filings. The filing notes no disagreements with the former auditor, but also highlights an existing material weakness in controls previously disclosed.
  • Investors should watch for future audit reports from INBERGO (including the FY 2025 audit if completed) and any updates on remediation of the internal control weakness, which can influence the reliability and timing of Bowen’s SEC filings.

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