UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.02 Non-Reliance On Previously Issued Financial Statements Or A Related Audit Report Or Completed Interim Review.
On August 17, 2022, the Chief Executive Officer and Chief Financial Officer of EdgeMode, Inc., in connection with the preparation of our Quarterly Report on Form 10-Q for the period ended June 30, 2022, determined that it is necessary to restate our unaudited financial statements as of and for the three months ended March 31, 2022, which were included in our Quarterly Report on Form 10-Q for the period ended March 31, 2022 (the “First Quarter 2022 Financial Statements”).
Management has determined that the First Quarter 2022 Financial Statements do not give effect to options granted during the three months ended March 31, 2022, to purchase an aggregate of 65,920,895 shares of our common stock issued to our executive officers and a consultant, resulting in an approximately $17,801,377 understatement in operating expenses and in common stock and additional paid-in capital. These errors have a material impact on our statements of operations and statements of stockholders’ equity (deficit) for the three months ended March 31, 2022.
We will include any restated financial information in an amendment to our Quarterly Report on Form 10-Q for the period ended March 31, 2022, which we intend to file as soon as practicable. As a result of the restatement adjustments, the First Quarter 2022 Financial Statements as previously issued should no longer be relied upon.
These errors have been discussed with M&K CPAS, PLLC, our independent registered public accountant during the period covered by the First Quarter Financial Statements. Our independent registered public accountant was provided a copy of the disclosures made herein and were given the opportunity, no later than the day of filing this Current Report on Form 8-K, to review those disclosures and provide us a letter stating whether or not they agree with those disclosures. We will attach any letter we receive as an exhibit to an Amended Form 8-K within two business days of receipt.
As a result of this review, we have reviewed the effectiveness of our internal controls over financial reporting. We believe these errors were primarily due to deficiencies pertaining to insufficiently skilled personnel and a lack of human resources within our accounting and finance functions and deficiencies relating to insufficient analysis, documentation and review of the selection and application of GAAP to significant non-routine transactions, including the preparation of financial statement disclosures relating thereto.
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.
| Edgemode, Inc. | ||
| Dated: August 22, 2022 | By: | /s/ Charles Faulkner |
| Name: | Charles Faulkner | |
| Title: | Chief Executive Officer | |
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