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)

~~September~~April 1023, ~~2024~~2025

Commission file number: 000-56349

KwikClick, Inc.

(Exact name of registrant as specified in its charter)

Delaware	95-4463033
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

585 West 500 South Suite 130
Bountiful, Utah	84010
(Address of principal executive offices)	(Zip Code)

(385) 301-2792

Registrant’s telephone number, including area code:

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 (see General Instruction A.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))

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. ☐

~~Section~~Item 34.01 -Change ~~Securities~~in ~~and~~Registrant’s ~~Trading~~Certifying ~~Markets~~Accountant

~~Item~~(a) ~~3.02~~Dismissal ~~Unregistered~~of ~~Sales~~Previous ofIndependent ~~Equity~~Registered Public ~~Securities~~Accounting Firm

On ~~September~~April 1023, ~~2024~~2025, KwikClick, Inc. (~~the~~ “~~Company~~KwikClick”), ~~sold~~the ~~unregistered~~Board ~~securities~~of Directors of ~~the~~KwikClick, ~~Company.~~chose ~~The~~not ~~securities~~to ~~were~~continue ~~sold~~with tothe aengagement ~~single,~~of ~~non-affiliate~~GreenGrowth ~~purchaser~~CPAs (“~~Investor~~GreenGrowth”), ~~for~~which ~~cash~~is ~~consideration~~currently ofserving ~~$500,000~~as toKwikClick’s ~~the~~independent ~~Company~~registered ~~and~~public ~~consisted~~accounting offirm. 2KwikClick notified GreenGrowth on April 23,~~500,000~~ ~~shares~~2025 that ofit ~~the~~would ~~Company~~be dismissed as KwikClick’s ~~common~~independent ~~stock~~registered atpublic aaccounting ~~price~~firm, ofeffective $0immediately.20 The decision to ~~per~~change ~~share~~independent ~~and~~registered ~~2,500,000~~public ~~stock~~accounting ~~appreciation~~firms ~~rights~~was ~~with~~recommended aby ~~base~~the ~~price~~Finance ofand ~~$0.20~~Audit ~~per~~Committee ~~share~~and ~~(“SARs”).~~approved ~~The~~by ~~Stock~~the ~~Appreciation~~Board ~~Rights~~of ~~Agreement~~Directors ~~(“SARs~~of ~~Agreement”)~~KwikClick. ~~allows~~GreenGrowth’s ~~the~~reports ~~Investor~~on tothe ~~potentially~~KwikClick’s ~~gain~~financial ~~from~~statements for the ~~company’s~~years ~~stock~~ended ~~price~~December ~~appreciation~~31, by2024 ~~converting~~and ~~the~~2023 ~~SARs~~did ~~into~~not ~~shares,~~contain ~~subject~~an toadverse ~~specific~~opinion ~~conditions~~or ~~and~~a ~~timelines~~disclaimer ~~outlined~~of inopinion, ~~the~~and ~~SARs~~were ~~Agreement.~~not ~~The~~qualified ~~SARs~~or ~~Agreement~~modified ~~provides the~~as ~~Investor~~to ~~with~~uncertainty, ~~the~~audit ~~following~~scope, or ~~rights:~~accounting principles.

~~Grant~~During ofKwikClick’s ~~SARs:~~two ~~The~~most recent fiscal ~~agreement~~years ~~provides~~ended ~~the~~December ~~Investor~~31, ~~with~~2024 and 2023 and the ~~right~~subsequent tointerim ~~receive~~periods ~~common~~through ~~stock~~April ~~shares~~23, 2025, there were no disagreements, within the meaning of Item304(a)(1)(iv) of Regulation S-K promulgated under the ~~Company.~~Exchange ~~upon~~Act (“Regulation S-K”) and the ~~appreciation~~related instructions thereto, with GreenGrowth on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the ~~Company’s~~satisfaction of GreenGrowth, would have caused it to make reference to the subject matter ~~common~~of ~~stock~~the disagreements in connection with its reports. ~~The~~Also ~~SARs~~during ~~are~~this ~~based~~same onperiod, there were no reportable events within the meaning of Item 304(a)(1)(v) ~~specified~~of ~~base~~Regulation ~~price,~~S-K ~~set~~and atthe ~~$0.20~~related ~~per~~instructions ~~share~~thereto.

~~Term:~~KwikClick ~~The~~has ~~SARs~~provided ~~are~~GreenGrowth with the ~~valid~~disclosures ~~for~~under ~~seven~~this ~~years~~Item ~~from~~4.01(a), ~~the~~and ~~grant~~has ~~date,~~requested ~~allowing~~GreenGrowth ~~the~~to ~~Investor~~furnish KwikClick with a letter addressed to ~~exercise~~the ~~them~~Securities ~~anytime~~and Exchange ~~within~~Commission stating whether it agrees with the statements made by KwikClick in this ~~period~~Item 4.01(a) and, ~~subject~~if tonot, ~~vesting~~stating ~~and~~the ~~other~~respects ~~conditions~~in which it does not agree. GreenGrowth’s letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.

~~Vesting:~~(b) ~~The~~Appointment ~~SARs~~of ~~fully vest~~New ~~six~~Independent ~~months~~Registered Public ~~after~~Accounting ~~the grant date, giving the Investor the right to exercise them thereafter.~~Firm

~~Exercise:~~On ~~Once~~April ~~vested~~23, 2025, the Board of Directors of KwikClick approved the ~~SARs~~appointment ~~can~~of beTanner ~~exercised~~LLC ~~for~~(“Tanner”) ~~shares.~~as ~~Upon~~KwikClick’s ~~exercise~~new independent registered public accounting firm, ~~the~~subject ~~Investor~~to ~~will~~completion ~~receive~~of aTanner’s ~~number~~client acceptance procedures and execution of ~~shares~~engagement ~~equivalent~~agreement(s), tofor the ~~increase~~audit inof KwikClick’s financial statements for the ~~stock~~year ended December 31, 2025 and related interim periods. During KwikClick’s two ~~market~~most ~~value~~recent ~~over~~fiscal years ended December 31, 2023 and 2024, and the ~~base~~subsequent ~~price~~interim ~~($0.20).~~periods ~~The~~through ~~SARs~~April ~~cannot~~23, be2025, ~~exercised~~neither ~~for~~KwikClick nor ~~cash~~anyone acting on its behalf consulted with Tanner regarding any of the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.

~~Market~~Item ~~Fluctuations: If the market price of the stock is higher than $0~~9.~~20,~~01 ~~the Investor benefits from the appreciation in the form of additional shares. If the market price is lower, the SARs hold no value and would not be exercised.~~Exhibits

~~Non-Transferability: The~~(d) ~~SARs cannot be transferred, except upon the Investor’s death or by specific provisions outlined in the agreement.~~Exhibits:

Tax Withholding: The Investor is responsible for paying any taxes due upon the inclusion of the SARs in their income upon exercise.

Exhibit 16.1	Letter from GreenGrowth CPAs to the Securities and Exchange Commission dated April 23, 2025.
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

Termination of Relationship: If the Investor’s relationship with the company ends (other than for reasons of death or disability), they have 90 days to exercise any vested SARs before they expire. Unvested SARs are forfeited immediately upon termination.2

Death or Disability: If the Investor’s relationship is terminated due to death or disability, all unvested SARs immediately vest, and the Investor (or their beneficiaries) has up to two years to exercise them.SIGNATURES

~~Change~~Pursuant into ~~Control: If~~the arequirements ~~change~~of ~~in control occurs,~~ the ~~agreement~~Securities and ~~provides~~Exchange ~~for~~Act ~~potential substitution~~ of 1934, the ~~SARs~~Registrant ~~with~~has aduly ~~replacement~~caused ~~award.~~this IfCurrent noReport ~~appropriate replacement~~to isbe ~~provided,~~signed ~~the~~on ~~SARs~~its ~~may~~behalf ~~vest~~by ~~immediately before~~ the ~~change~~undersigned inhereunto ~~control~~duly authorized.

2KWIKCLICK, INC. /s/ Jeffrey Yates Jeffrey Yates Chief Financial Officer

~~SIGNATURES~~Dated: April 23, 2025

~~Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.~~3

KWIKCLICK, INC. /s/ Jeffrey Yates Jeffrey Yates Chief Financial Officer

Dated: September 16, 2024

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