Item 4.01 Changes in Registrant's Certifying Accountant

(a) Resignation of independent Registered Public Accounting Firm.

On February 19, 2026, PreAxia Health Care Payment Systems Inc. notified Saddler Gibb & Associates (SaddlerGibb) of its dismissal, effective as of the same day, as the Registrant's independent registered public accounting firm. The former auditors served as the independent registered accounting firm of the Company's financial statements for the period from December 23, 2025, through February 19, 2026, and did not release any reports. During the engagement, PreAxia missed a filing deadline and in discussions with SaddlerGibb, regarding valuation and materiality in prior periods, could we never reach any definitive conclusions. PreAxia is in communications with the US Securities and Exchange Commission Office of Chief Accountant to resolve certain questions to be addressed by our new accounting firm.

Fruci & Associates II, PLLC ("Fruci") audit report for the year ended May 31, 2025, did not contain an adverse opinion, disclaimer of opinion or qualification concerning the Registrant's financial statements. There have been no disagreements with Fruci during the Company's most recent fiscal year and any subsequent interim period through the date of termination on December 9, 2025.

The Company's prior auditors, GreenGrowth CPA's ("GreenGrowth") report on the year ended May 31, 2024, did not contain an adverse opinion, disclaimer of opinion or qualification concerning the Registrant's financial statements. There have been no disagreements with GreenGrowth during their tenure as auditor from August 2, 2023, through the date of their resignation on October 25, 2024.

On February 20, 2026, the Registrant engaged the firm of M&K CPAs (M&K") to serve as its independent registered public accounting firm to audit its consolidated financial statements as of May 31, 2026. At no time during the past two fiscal years or any subsequent period prior to February 19, 2026 did the Registrant consult with M&K with respect to the application of accounting principles to a specified transaction, either completed or proposed, or regarding any of the enumerated items described in Item 304(a)( 1 )(iv) of Regulation S-K, any "reportable event," as described in Item 304(a)(l) (v) of Regulation S-K, or the type of audit opinion that might be rendered for the Registrant.

Pursuant to Item 304(a)(3) of Regulation S-K, the Registrant provided SaddlerGibb with a copy of this Form 8-K and requested SaddlerGibb to provide a letter addressed to the Commission whether it agrees with the Registrant's disclosures. The letter received from Fruci is included as Exhibit 16. 1(b). The previous letter from GreenGrowth is included as Exhibit 16.1(c).

Section 9 - Financial Statements and Exhibits