---
schema_version: "secwatch.filing_event.v1"
accession: "0001214659-23-004405"
form_type: "8-K"
ticker: null
cik: "0001488638"
company_name: "MBG Holdings, Inc."
filed_at: "2023-03-30T23:59:59+00:00"
generated_at: "2026-06-17T09:10:36.113619+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# MBG Holdings auditor resigns; CFO and director resign; new directors and COO appointed

## Summary
- Maughan Sullivan LLC resigned as independent auditor effective March 23, 2023; no disagreements but material weaknesses in internal control as of Dec 31, 2021.
- CFO/Treasurer/Director Jeremie Peterkin and Director Angela Paxton resigned March 24, 2023; no disagreements cited.
- Board appointed Paul Twitchell and Jason Lohe as directors on March 29, 2023; each receives $15,000/quarter and up to 75,000 shares under 2022 Equity Incentive Plan.
- Samantha Sondrup appointed COO on March 29, 2023; previously SVP/Chief of Staff at MBG and COO of AMR Resources.
- No new CFO appointed following Peterkin's resignation; CFO role remains vacant.

## SEC filing metadata
- accession: 0001214659-23-004405
- form_type: 8-K
- cik: 0001488638
- company_name: MBG Holdings, Inc.
- filed_at: 2023-03-30T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 4.01, 5.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/0001214659-23-004405-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/r3292318k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001214659-23-004405
- JSON: https://secwatch.observer/filing/0001214659-23-004405.json
- Plain text: https://secwatch.observer/filing/0001214659-23-004405.txt

## Key facts
- Auditor Changes
  Maughan Sullivan LLC resigned as auditor of MBG Holdings, Inc..
  - Action: resignation
  - Auditor: Maughan Sullivan LLC
  source text: On March 23, 2023, MBG Holdings, Inc. (the "Company") was notified that its independent registered public accounting firm, Maughan Sullivan LLC ("Maughan"), is resigning its engagement with the Company effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/0001214659-23-004405-index.htm
- Executive change
  Paul Twitchell was appointed as Director at MBG Holdings, Inc..
  - Action: appointed
  - Role: Director
  source text: On March 29, 2023, the Board of MBG Holdings, Inc pursuant to its powers under the Company’s bylaws, appointed Paul Twitchell and Jason Lohe as members of the Board
  evidence_url: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/0001214659-23-004405-index.htm
- Executive change
  Jason Lohe was appointed as Director at MBG Holdings, Inc..
  - Action: appointed
  - Role: Director
  source text: On March 29, 2023, the Board of MBG Holdings, Inc pursuant to its powers under the Company’s bylaws, appointed Paul Twitchell and Jason Lohe as members of the Board
  evidence_url: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/0001214659-23-004405-index.htm
- Executive change
  Angela Paxton resigned as Director at MBG Holdings, Inc..
  - Action: resigned
  - Role: Director
  source text: On March 24, 2023 Angela Paxton tendered her resignation in writing as a Director of MBG Holdings, Inc. to the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/0001214659-23-004405-index.htm
- Executive change
  Jeremie Peterkin resigned as Chief Financial Officer, Treasurer and Director at MBG Holdings, Inc..
  - Action: resigned
  - Role: Chief Financial Officer, Treasurer and Director
  source text: On March 24, 2023 Jeremie Peterkin tendered his resignation in writing as Chief Financial Officer, Treasurer and Director of MBG Holdings, Inc. to the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1488638/000121465923004405/0001214659-23-004405-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.