GROOVY COMPANY, INC. 8-K/A

What Happened
Groovy Company, Inc. (GROO) filed an 8-K reporting a change in its independent auditor and the departure of two officers. On August 13, 2025 the Board dismissed Olayinka Oyebola & Co. as the Company’s independent registered public accounting firm. The Company engaged Boladale Lawal & Co. (BLC) as successor auditor on May 10, 2026; BLC will audit the consolidated financial statements for the years ended December 31, 2024 and December 31, 2025 and is expected to re-audit the 2024 financials. The Board noted an interim period without an engaged auditor from August 13, 2025 through May 10, 2026.

Separately, effective May 1, 2026, Jeffrey D. Turner ceased serving as Chief Legal Officer (he will continue to provide services through his firm, JDT Legal, as outside counsel), and John Morgan ceased serving as Vice President, Issuer Services. The filing states neither departure resulted from any disagreement with the Company.

Key Details

• Former auditor dismissed: Olayinka Oyebola & Co., effective August 13, 2025.
• New auditor engaged: Boladale Lawal & Co. on May 10, 2026; will audit FY2024 and FY2025 and re-audit FY2024.
• Engagement fee: $30,000 per fiscal year; $60,000 total for the two-year engagement, plus reimbursement of reasonable out-of-pocket expenses.
• Officer changes effective May 1, 2026: Jeffrey D. Turner (Chief Legal Officer) and John Morgan (VP, Issuer Services); neither departure due to disagreement.

Why It Matters
A change of independent auditor and a re-audit of prior-year financial statements are material to investors because they can lead to revisions to previously issued financials or delays in filings. The filing also discloses an interim period (Aug 13, 2025–May 10, 2026) without an engaged auditor, which investors should note when evaluating the reliability and timing of the company’s financial reporting. Officer departures are disclosed as not resulting from disagreements, and the company retained its former legal officer as outside counsel, which may limit operational disruption.