6-K
SNDL Inc. (SNDL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of October 2025
Commission File Number 001-39005
SNDL INC.
(Registrant’s name)
#101, 17220 Stony Plain Road NW
Edmonton, AB T5S 1K6
Tel.: (780) 944-9994
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☐ Form 40-F ☒
EXPLANATORY NOTE
On November 1, 2024, CBIZ CPAs P.C. (“CBIZ”) acquired the attestation business of Marcum LLP (“Marcum”). As a result of the acquisition of Marcum, on October 16, 2025, SNDL Inc. (the “Company”) was notified by Marcum, that Marcum will resign effective immediately. The audit committee and the Company’s board of directors approved the appointment of CBIZ as the Company’s independent registered public accounting firm effective as of October 17, 2025, to hold office until the Company’s next annual general meeting.
INCORPORATION BY REFERENCE
This report on Form 6-K shall be deemed to be incorporated by reference in SNDL’s registration statements on Form S-8 (File No. 333-286169, File No. 333-278683, File No. 333-269242, File No. 333-267510, File No. 333-262233 and File No. 333-233156) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
SIGNATURES
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, thereunto duly authorized.
| SNDL INC. | ||
|---|---|---|
| Date: October 30, 2025 | By: | /s/ Matthew Husson |
| Name: | Matthew Husson | |
| Title: | General Counsel & Corporate Secretary |
EXHIBITS
| Exhibit | Description of Exhibit |
|---|---|
| 99.1 | Termination of Client-Auditor Relationship Letter |
| 99.2 | Notice of Change of Auditors |
| 99.3<br><br> <br>99.4 | Letter of Marcum regarding Notice of Change to Canadian Securities Commissions<br><br> <br>Letter of CBIZ regarding Notice of Change to Canadian Securities Commissions |
Exhibit 99.1
October 17, 2025
Mr. Alberto Paredero
Chief Financial Officer
Mr. Bryan Pinney
Chairman of the Audit Committee
SNDL Inc.
17220 Stony Plain RD #101
Edmonton, AB, Canada T5S 1K6
| Re: | SNDL Inc. |
|---|
Dear Messrs. Paredero and Pinney:
This is to confirm that the client-auditor relationship between SNDL Inc. (Commission File Number 001-39005) and Marcum LLP has ceased effective October 16, 2025.
Very truly yours,
Sent Via E-Mail [Redacted: Email address]
[Redacted: Email address]
| cc: | Office of the Chief Accountant<br><br> Securities and Exchange Commission<br><br> Via E-Mail: [email protected] |
|---|
Marcum LLP / 730 Third Avenue / 11th Floor / New York, NY 10017 / Phone 212.485.5500 / marcumllp.com
Exhibit 99.2
SNDL INC.
CHANGE OF AUDITOR NOTICE
| TO: | British Columbia Securities Commission |
|---|
Alberta Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
Ontario Securities Commission
Autorité des marchés financiers
Financial and Consumer Services Commission (New Brunswick)
Nova Scotia Securities Commission
Financial and Consumer Services Division, Prince Edward Island
Office of the Superintendent of Securities Service, Newfoundland and Labrador
Office of the Superintendent of Securities Northwest Territories
Office of the Yukon Superintendent of Securities
Office of the Superintendent of Securities Nunavut
| AND TO: | Marcum LLP |
|---|---|
| AND TO: | CBIZ CPAs P.C. |
| --- | --- |
SNDL Inc. (the “Corporation”) gives the following notice in accordance with Section 4.11 of National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”):
| 1. | Marcum LLP (the “Former Auditor”) has resigned as the auditor of the Corporation on<br>its own initiative, effective as of October 16, 2025. |
|---|---|
| 2. | The resignation of the Former Auditor was considered and accepted by the audit committee of the board<br>of directors of the Corporation (the “Audit Committee”) and the board of directors of the Corporation (the “Board”). |
| --- | --- |
| 3. | The Audit Committee and the Board have approved the appointment of CBIZ CPAs P.C. as auditor for the Corporation<br>effective as of October 17, 2025, to hold office until the next annual general meeting. |
| --- | --- |
| 4. | The Former Auditor’s reports on the Corporation’s consolidated financial statements for the<br>fiscal years ending December 31, 2023 and December 31, 2024 did not express modified opinions. |
| --- | --- |
| 5. | There have been no reportable events, as such term is defined in NI 51-102. |
| --- | --- |
DATED this 30^th^ day of October, 2025.
| SNDL INC.<br><br> <br><br><br> <br> | |
|---|---|
| By: | /s/ Alberto Paredero Quiros |
| Alberto Paredero Quiros<br><br> <br>Chief Financial Officer |
Exhibit99.3
| TO: | British<br> Columbia Securities Commission |
|---|
Alberta Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
Ontario Securities Commission
Autorité des marchés financiers
Financial and Consumer Services Commission (New Brunswick)
Nova Scotia Securities Commission
Financial and Consumer Services Division, Prince Edward Island
Office of the Superintendent of Securities Service, Newfoundland and Labrador
Office of the Superintendent of Securities Northwest Territories
Office of the Yukon Superintendent of Securities
Office of the Superintendent of Securities Nunavut
| DATED: | October<br> 30^th^, 2025 |
|---|
Re:Notice of Change of Auditors of SNDL Inc.
Dear Sirs/Mesdames:
As required by subparagraph (5)(a)(ii)(B) of section 4.11 of National Instrument 51-102 – Continuous Disclosure Obligations, we have read the notice of change of auditor of SNDL Inc. dated October 30^th^, 2025 (the “Notice”) and are in agreement with the statements contained in such Notice.
Yours very truly,
Marcum LLP
MarcumLLP / 730 Third Avenue / 11th Floor / New York, NY 10017 / Phone 212.485.5500 / marcumllp.com
Exhibit 99.4
| CBIZ CPAs P.C.<br><br> <br>730 Third Avenue<br><br> 11th Floor<br><br> New York, NY 10017<br><br> <br>P: 212.485.5500 |
|---|
| TO: | British Columbia Securities Commission |
|---|
Alberta Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
Ontario Securities Commission
Autorité des marchés financiers
Financial and Consumer Services Commission (New Brunswick)
Nova Scotia Securities Commission
Financial and Consumer Services Division, Prince Edward Island
Office of the Superintendent of Securities Service, Newfoundland and Labrador
Office of the Superintendent of Securities Northwest Territories
Office of the Yukon Superintendent of Securities
Office of the Superintendent of Securities Nunavut
| DATED: | October 30^th^, 2025 |
|---|
Re: SNDL Inc. – Notice of Changeof Auditor dated October 30^th^, 2025
Dear Sirs/Mesdames:
As required by section 4.11 of National Instrument 51-102 – Continuous Disclosure Obligations, we have reviewed the notice of change of auditor of SNDL Inc. dated October 30^th^, 2025 (the “Notice”) and we agree with the statements contained in such Notice.
Yours very truly,
CBIZ CPAs P.C.
