GROOVE BOTANICALS INC. 10-Q

ITEM 5. OTHER INFORMATION Change in Independent Registered Public Accounting Firm. As previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 22, 2026, on May 13, 2026 M. S. Madhava Rao, Chartered Accountant (PCAOB ID 06662) resigned as the Company’s independent registered public accounting firm, effective immediately, and did not provide a reason for his resignation. On the same date, the Company’s Board of Directors, which also serves as the Company’s audit committee, accepted the resignation and approved the engagement of GSKCA & Associates as the Company’s independent registered public accounting firm, effective immediately. Mr. Rao’s reports on the Company’s financial statements for the fiscal years ended March 31, 2025 and March 31, 2024 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that each such report contained an explanatory paragraph regarding substantial doubt about the Company’s ability to continue as a going concern. During those two fiscal years and the subsequent interim period through May 13, 2026, there were no disagreements with Mr. Rao on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, and there were no reportable events as described in Item 304(a)(1)(v) of Regulation S-K. Rule 10b5-1 Trading Arrangements. During the three months ended June 30, 2026, no director or officer of the Company adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934, or any non-Rule 10b5-1 trading arrangement as defined in Item 408(c) of Regulation S-K. 18 Table of Contents ITEM 6. EXHIBITS Exhibit Number Exhibit 31 Certification of the Principal Executive Officer and Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certification of the Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial Officer) pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350) 101 Inline XBRL (Extensible Business Reporting Language). The following materials from this Quarterly Report on Form 10-Q for the period ended June 30, 2026, are formatted in Inline XBRL: (i) condensed consolidated balance sheets of Groove Botanicals, Inc., (ii) condensed consolidated statements of operations of Groove Botanicals, Inc., (iii) condensed consolidated statements of stockholders’ equity of Groove Botanicals, Inc., (iv) condensed consolidated statements of cash flows of Groove Botanicals, Inc. and (v) notes to condensed consolidated financial statements of Groove Botanicals, Inc. The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL. 19 Table of Contents 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. GROOVE BOTANICALS, INC. Date: August 10, 2026 By: /s/ Kent Rodriguez Kent Rodriguez Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer) 20