Rockwell Medical, Inc 8-K/A, filed Apr 14, 2023
Rockwell Medical, Inc. (RMTI)
About this 8-K/A
Rockwell Medical, Inc filed this 8-K/A on April 14, 2023, reporting on events of April 7, 2023.
Items reported
- Item 4.01: Change of auditor
- Item 9.01: Financial statements and exhibits
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EXPLANATORY NOTE
| Item 4.01 | Changes in the Registrant's Certifying Accountant. |
Item 4.01(a) – Dismissal of Previous Independent Registered Public Accounting Firm
The Board of Directors (the “Board”) of Rockwell Medical, Inc. (the “Company”) conducted a competitive process to determine the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The Board invited several independent registered public accounting firms to participate in the process.
Following the review of proposals from the independent registered public accounting firms that participated in this process, on April 7, 2023, the Board, upon recommendation of the Audit Committee of the Board, dismissed Marcum, LLP (“Marcum”) as the Company’s independent registered public accounting firm, effective April 10, 2023.
The audit reports of Marcum on the consolidated financial statements of the Company as of and for the years ended December 31, 2022 and 2021, 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.
During the fiscal years ended December 31, 2021 and December 31, 2022, and the subsequent interim period preceding Marcum’s dismissal, there were (i) no “disagreements” as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, between the Company and Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which that, if not resolved to Marcum's satisfaction, would have caused Marcum to make reference to the subject matter of any such disagreement in connection with its reports for such years and interim period and (ii) no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K during the two most recent fiscal years or the subsequent interim period.
The Company has provided Marcum with a copy of the disclosures it is making in response to this Item 4.01. The Company requested that Marcum furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not Marcum agrees with the statements made herein. A copy of Marcum's letter dated April 13, 2023 is attached as Exhibit 16.1 to this current report on Form 8-K.
Item 4.01(b) – Appointment of New Independent Registered Public Accounting Firm
On April 7, 2023, the Board appointed Eisner as its new independent registered public accounting firm for the year ended December 31, 2023, effective April 10, 2023. During the fiscal years ended December 31, 2021 and December 31, 2022, and the subsequent interim period through April 10, 2023, neither the Company nor anyone on its behalf consulted with Eisner regarding (i) the application of accounting principles to a specific 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 Eisner 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 The following exhibit is being furnished herewith:
EXHIBIT INDEX
| Exhibit No. | Description | |
| 16.1* | Letter from Marcum, LLP, dated April 13, 2023 | |
| 104 | Cover Page Interactive Data File, formatted in INline XBRL and included as Exhibit 101. |
*Previously furnished
SIGNATURE
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.
| ROCKWELL MEDICAL, INC. | ||
| Date: April 13, 2023 | By: | /s/ Mark Strobeck |
| Mark Strobeck | ||
| Chief Executive Officer | ||