crkn-20240912
0001761696FALSE00017616962024-09-122024-09-12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 12, 2024
Crown Electrokinetics Corp.
(Exact name of registrant as specified in its charter)
Delaware001-3992447-5423944
(State or other Jurisdiction
 of Incorporation)
(Commission File No.)
(IRS Employer
 Identification No.)
1110 NE Circle Blvd.
Corvallis, Oregon 97330
(Address of principal executive offices and zip code)
(458) 212-2500
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)
Name of each exchange on
 which registered
Common Stock, $0.0001 par valueCRKN
NASDAQ Capital Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Item 8.01 Other Events.

Crown Electrokinetics Corp.’s (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2023, filed by the Company with the Securities and Exchange Commission on April 1, 2024 (the “Form 10-K”), inadvertently omitted Exhibit 23.1, the consent of Marcum LLP (the “Form 10-K Consent”). The Form 10-K Consent is attached hereto as Exhibit 23.1, and does not change any previously reported financial results or any other disclosures contained in the Form 10-K.
Item 9.01. Financial Statements and Exhibits
(d)Exhibits.
Exhibit No.Description
23.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 12, 2024
CROWN ELECTROKINETICS CORP.
By: /s/ Doug Croxall
Name: Doug Croxall
Title: Chief Executive Officer


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Exhibit 23.1
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT

We consent to the incorporation by reference in the Registration Statement (Form S-3 Nos. 333- 262122, 333-271436, 333-273095, and 333-273550) of Crown Electrokinetics Corp. (the “Company”), of our report, which includes an explanatory paragraph as to the Company’s ability to continue as going concern dated April 1, 2024, with respect to our audits of the consolidated financial statements of the Company as of December 31, 2023 and 2022, and for the years ended December 31, 2023 and December 31, 2022, appearing in the Annual Report on Form 10-K of the Company for the year ended December 31, 2023.. We also consent to the reference to our firm under the heading “Experts” in the Prospectus, which is part of the above referenced Registration Statement.

We were dismissed as auditors on August 13, 2024 and, accordingly we have not performed any audit or review procedures with respect to any financial statements for the periods after the date of our dismissal.
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Marcum LLP Costa Mesa, CA
September 12, 2024
Marcum llp / 600 Anton Boulevard    Suite 1600    Costa Mesa, CA 92626    Phone 949.236.5600 / marcumllp.com
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