UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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:
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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.
Explanatory Note
This Form 8-K/A is being filed by Upexi, Inc. solely to correct a typo in that certain Form 8-K originally filed with the U.S. Securities and Exchange Commission by Upexi, Inc. on May 28, 2024, by replacing “RBSM” with “GBQ”.
Item 4.01 Changes in Registrant’s Certifying Accountant.
(b) Engagement of New Independent Registered Public Accounting Firm
On May 14, 2024, GBQ Partners LLC (“GBQ”) was appointed by the Audit Committee of Upexi, Inc. (the “Company”) as the Company’s independent registered public accounting firm, to audit the Company’s consolidated financial statements as of and for the fiscal years ended June 30, 2023 and 2024, subject to customary client acceptance procedures. On May 22, 2024, GBQ completed such procedures, formally accepted its appointment by executing an engagement letter with the Company and issued its independence letter to the Company’s Audit Committee.
During the two most recent fiscal years and through May 22, 2024, the Company had not consulted with GBQ regarding any matter that was the subject of a disagreement or a reportable event described in Items 304(a)(1)(iv) or (v), respectively, of Regulation S-K.
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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 hereunto duly authorized.
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| UPEXI, INC. |
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Dated: June 4, 2024 |
| /s/ Andrew J. Norstrud |
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| Name: Andrew J. Norstrud |
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| Title: Chief Financial Officer |
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