Hawkeye Systems, Inc. 8-K

What Happened

• On June 17, 2026, Hawkeye Systems, Inc. (the "Company") filed an 8-K announcing the dismissal of its independent registered public accounting firm Fruci & Associates II, PLLC and the appointment of Grassi & Co., CPAs, P.C. as its new auditor, subject to client acceptance. The Company received a letter from Fruci confirming there were no disagreements or reportable events related to the audits for the years ended June 30, 2024 and 2025 and through June 17, 2026.
• The Company’s majority stockholder (Hawkeye Holdco, LLC) delivered a written consent on June 17, 2026 approving: an amendment to the articles to change the corporate name to “Hawkeye Digital, Inc.”; an increase in authorized shares from 450,000,000 to 10,050,000,000 (10,000,000,000 common; 50,000,000 preferred); and authorization for a reverse stock split in a ratio between 1-for-2 and 1-for-20 (exact ratio and effective date to be set by the Board, no later than June 17, 2027).
• Also on June 17, 2026, a majority of stockholders approved the Hawkeye Digital, Inc. 2026 Equity Incentive Plan to grant equity awards to employees, consultants and directors.

Key Details

• Date of actions: June 17, 2026.
• Auditor change: Fruci dismissed; Grassi appointed as new independent registered public accounting firm (appointment subject to acceptance).
• Majority stockholder: Hawkeye Holdco, LLC holds 242,017,296 shares (~90.1% voting power).
• Corporate governance actions: authorized shares increased from 450,000,000 to 10,050,000,000; reverse stock split authorized at 1-for-2 to 1-for-20; corporate name change to Hawkeye Digital, Inc.; 2026 Equity Incentive Plan adopted (filed as Exhibit 10.1).

Why It Matters

• Corporate structure and branding: The approved name change and large increase in authorized shares are foundational corporate actions that enable future financing, equity issuances and the planned equity incentive program. The reverse split, if executed, will change the Company’s outstanding share count and per-share metrics.
• Potential dilution and capital flexibility: The new 2026 Equity Incentive Plan and the increase in authorized shares create the potential for future share issuances that could dilute existing holders but also provide compensation and retention tools for management and employees.
• Financial reporting: The auditor change is material from a governance and reporting perspective; however, Fruci’s letter notes no disagreements or reportable events for recent audited periods, and the Company reports no prior consultations with Grassi. Investors should watch for Grassi’s acceptance and any future audit communications or restatements.