ONAR 8-K
Onar Holding Corp (ONAR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 4.01. Change in Registrant’s Certifying Accountant
(a) Dismissal of Previous Independent Registered Public Accounting Firm
On June 4, 2025, the board of directors of ONAR Holding Corporation (the “Board” and the “Company”, respectively), approved the dismissal of Sadler, Gibb & Associates, LLC (“Sadler Gibb”) as the Company’s independent registered public accounting firm, effective immediately.
During the period from May 6, 2025 to June 4, 2025, there were no disagreements, within the meaning of Item 304(a)(1)(iv) of Regulation S-K promulgated under the Securities Exchange Act of 1934 (“Regulation S-K”) and the related instructions thereto, with Sadler Gibb on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Sadler Gibb, would have caused it to make reference to the subject matter of the disagreements in connection with its reports. Also during this same period, there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K and the related instructions thereto.
The Company has provided Sadler Gibb with the disclosures under this Item 4.01(a) and has requested Sadler Gibb to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company in this Item 4.01(a) and, if not, stating the respects in which it does not agree. A copy of Sadler Gibb’s letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b) Appointment of New Independent Registered Public Accounting Firm
On June 4, 2025, the Board approved the appointment of WWC, P.C. (“WWC”), the Company’s independent registered public accounting firm for the year ended December 31, 2024, as the Company’s new independent registered public accounting firm for the year ended December 31, 2025, effective upon the dismissal of Sadler Gibb as the Company’s independent registered public accounting firm.
During the Company’s two most recent fiscal years ended December 31, 2024 and December 31, 2023, and the subsequent interim period through the engagement of WWC, other than in connection with WWC’s previous role as the Company’s independent registered public accounting firm for the year ended December 31, 2024, neither the Company nor anyone acting on its behalf consulted with WWC regarding (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered on the Company’s financial statements; or (iii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or an event of the type described in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits
Exhibit No. | Description | |
Letter from Sadler, Gibb & Associates, LLC, dated June 9, 2025 | ||
104 | Cover Page Interactive Data File (formatted as inline XBRL) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ONAR Holding Corporation | ||
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Date: June 9, 2025 | By: | /s/ Claude Zdanow | |
| Name: | Claude Zdanow |
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| Title: | Chief Executive Officer |
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EXHIBIT 16.1
June 9, 2025
Securities and Exchange Commission
100 F Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen,
We have read Item 4.01(a) of Form 8-K dated June 4, 2025 of Onar Holding Corporation, and are in agreement with the statements contained therein as they pertain to our firm. We have no basis to agree or disagree with other statements of the registrant contained in Item 4.01.
Sincerely,
/s/ Sadler, Gibb & Associates, LLC
Draper, UT