SDOT 8-K
Sadot Group Inc. (SDOT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01 Changes in Registrant’s Certifying Accountant.
(a) Dismissal of Independent Registered Public Accounting Firm
On September 22, 2026, the Audit Committee (the “Audit Committee”) of the Board of Directors (the “Board”) of Sadot Group Inc. (the “Company”) approved the dismissal of Kreit & Chiu CPA LLP (“Kreit & Chiu”) as the Company’s independent registered public accounting firm, effective immediately, and the Company notified Kreit & Chiu of its dismissal on that date. Kreit & Chiu had served as the Company’s independent registered public accounting firm since 2021. As previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on September 15, 2026, the Company’s stockholders did not ratify the appointment of Kreit & Chiu as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 at the Company’s 2026 Annual Meeting of Stockholders held on September 10, 2026.
The reports of Kreit & Chiu on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, 2025 and 2024 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that the report on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2025 contained an explanatory paragraph regarding the existence of substantial doubt about the Company’s ability to continue as a going concern.
During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period from January 1, 2026 through September 22, 2026, there were no “disagreements” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) with Kreit & Chiu 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 Kreit & Chiu, would have caused Kreit & Chiu to make reference to the subject matter of the disagreements in connection with its reports on the Company’s consolidated financial statements for such years.
During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period from January 1, 2026 through September 22, 2026, there were no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K), except for the material weakness in the Company’s internal control over financial reporting described below. As previously disclosed in Item 9A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and in Part I, Item 4 of the Company’s Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2026 and June 30, 2026, management identified a material weakness in the Company’s internal control over financial reporting as of December 31, 2025 arising from insufficient staffing and limited financial and accounting resources. This resource constraint resulted in inadequate segregation of duties, insufficient review and oversight of complex accounting matters, and challenges in the timely preparation and review of financial information. As of the date of this Current Report on Form 8-K, the material weakness has not been fully remediated. The Audit Committee discussed the subject matter of the material weakness with Kreit & Chiu, and the Company has authorized Kreit & Chiu to respond fully to the inquiries of the successor independent registered public accounting firm concerning the subject matter of the material weakness.
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The Company provided Kreit & Chiu with a copy of the disclosures made in this Item 4.01 prior to the filing of this Current Report on Form 8-K and requested that Kreit & Chiu furnish the Company with a letter addressed to the SEC stating whether it agrees with the statements made by the Company herein and, if not, stating the respects in which it does not agree. A copy of the letter from Kreit & Chiu, dated September 25, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b) Engagement of New Independent Registered Public Accounting Firm
On September 22, 2026, the Audit Committee approved the engagement of CT International LLP (“CT International”) as the Company’s new independent registered public accounting firm, and the Company executed an engagement letter with CT International on that date, pursuant to which CT International will audit the Company’s consolidated financial statements as of and for the fiscal year ending December 31, 2026 and review the Company’s unaudited condensed consolidated financial statements for the quarterly period ending September 30, 2026.
During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period from January 1, 2026 through September 22, 2026, neither the Company nor anyone acting on its behalf consulted with CT International regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided to the Company that CT International concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a “disagreement” (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable event” (as defined in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
| 16.1 | Letter from Kreit & Chiu CPA LLP to the Securities and Exchange Commission, dated September 25, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| SADOT GROUP INC. | |
| Date: September 25, 2026 | By: /s/ Michael D. Murray |
| Name: Michael D. Murray | |
| Title: Chief Executive Officer and Interim Chief Financial Officer |
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EXHIBIT 16.1
September 25, 2026
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Commissioners:
We have read the statements made by Sadot Group, Inc in Form 8-K to be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of Sadot Group, Inc., dated September 25, 2026. We agree with the statements concerning our Firm contained therein, except that we did not perform a review of Sadot Group, Inc.’s financial statements after the quarter ended June 30, 2026.
We have no basis for, and therefore, do not agree or disagree with the other statements made by the Company in Form 8-K.
| Very truly yours, | |
| /s/ Kreit & Chiu CPA LLP | |
| Los Angeles, California |