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Item 4.01
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Changes in Registrant's Certifying Accountant.
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(a)
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Dismissal of Previous Independent Registered Public Accounting Firm.
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i.
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On June 17, 2026, Hawkeye Systems, Inc. (the "Company") dismissed Fruci & Associates II, PLLC ("Fruci") its independent registered public accounting firm. The board of directors of the Company (the "Board") approved such dismissal on June 17, 2026, subject to acceptance by the Company's new independent registered public accounting firm of the Company as a client.
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ii.
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The Board participated in and approved the decision to change the Company's independent registered public accounting firm.
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iii.
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Fruci's reports on the financial statements of the Company as of and for the years ended June 30, 2024 and 2025 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.
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iv.
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In connection with the audits of the financial statements of the Company for the years ended June 30, 2024 and 2025 and the subsequent interim period through June 17, 2026, there were no disagreements on any matter of accounting principles or practices, financial statement disclosures, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference in connection with Fruci's opinion to the subject matter of the disagreement.
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v.
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In connection with the audited financial statements of the Company for the year ended June 30, 2024 and 2025 and the subsequent interim period through June 17, 2026, there have been no reportable events with the Company as set forth in Item 304(a)(1)(v) of Regulation S-K.
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vi.
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The Company provided Fruci with a copy of this Current Report on Form 8-K and requested that Fruci furnish it with a letter addressed to the SEC stating whether or not they agree with the above statements. The Company has received the requested letter from Fruci, and a copy of such letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.
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(b)
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Engagement of New Independent Registered Public Accounting Firm.
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i.
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On June 17, 2026, the Board appointed Grassi & Co., CPAs, P.C. ("Grassi") as the Company's new independent registered public accounting firm. The decision to engage Grassi was approved by the Board on June 17, 2026, subject to acceptance by the Company's new independent registered public accounting firm of the Company as a client.
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ii.
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Prior to June 17, 2026, the Company did not consult with Grassi regarding (1) the application of accounting principles to a specified transactions, (2) the type of audit opinion that might be rendered on the Company's financial statements, (3) written or oral advice was provided that would be an important factor considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issues, or (4) any matter that was the subject of a disagreement between the Company and its predecessor auditor as described in Item 304(a)(1)(iv) of Regulation S-k or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K.
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On June 17, 2026, a majority of the stockholders of the Company approved the Hawkeye Digital, Inc. 2026 Equity Incentive Plan (the "Equity Incentive Plan").
