NNUP 8-K
Nocopi Technologies Inc/Md/ (NNUP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 4.01 Changes in Registrant’s Certifying Accountant
Resignation of Independent Registered Public Accounting Firm
On September 30, 2024, Morison Cogen LLP (“Morison Cogen”) notified Nocopi Technologies, Inc. (the “Company”) that it had resigned from its role as the Company’s independent registered public accounting firm, effective September 30, 2024, in connection with Morison Cogen’s decision to cease providing audit services to all publicly traded companies.
Morison Cogen’s reports on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, 2023 and December 31, 2022 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle.
During the fiscal years ended December 31, 2023 and December 31, 2022 and the subsequent interim period through September 30, 2024, (i) there were no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K, between the Company and Morison Cogen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which that, if not resolved to Morison Cogen’s satisfaction, would have caused Morison Cogen to make reference to the subject matter of any such disagreement in connection with its reports for such years and interim period, and (ii) there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company provided Morison Cogen with a copy of the above disclosures and requested that Morison Cogen furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made herein. A copy of Morison Cogen’s letter dated October 4, 2024 is filed as Exhibit 16.1 to this Current Report on Form 8-K.
Newly Engaged Independent Registered Public Accounting Firm
On October 4, 2024, the Company notified Stephano Slack LLC (“Stephano Slack”) that the Audit Committee of the Board had selected Stephano Slack to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 (including the interim period ended September 30, 2024).
During the Company’s fiscal years ended December 31, 2023 and December 31, 2022 and the subsequent interim period through September 30, 2024, neither the Company nor anyone on its behalf has consulted with Stephano Slack LLC regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report nor oral advice was provided to the Company that Stephano Slack LLC concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, (ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K, or (iii) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.
Item. 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description of Exhibit | |
| 16.1 | Morison Cogen LLP letter dated October 4, 2024 | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
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 hereunto duly authorized.
| NOCOPI TECHNOLOGIES, INC. | ||
| Dated: October 4, 2024 | By: | /s/ Michael Liebowitz |
| Michael Liebowitz | ||
| Chief Executive Officer | ||
Exhibit 16.1
October 4, 2024
Securities and Exchange Commission
100 F Street NE
Washington, DC 20549
Ladies and Gentlemen:
We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on September 30, 2024, to be filed by our former client, Nocopi Technologies, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm.
Additionally, we are not in a position to agree or disagree with the statements in the last two paragraphs.
Very truly yours,
Morison Cogen LLP
Blue Bell, Pennsylvania
