VVOS 8-K
Vivos Therapeutics, Inc. (VVOS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(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:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-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 class | Trading Symbol(s) | Name of each exchange on which registered | ||
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
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. ☐
Item 4.01 Changes in Registrant’s Certifying Accountant.
(a) Dismissal of Independent Registered Public Accounting Firm
On September 29, 2026, the Audit Committee (the “Audit Committee”) of the Board of Directors of Vivos Therapeutics, Inc. (the “Company”) approved the dismissal of Baker Tilly US, LLP (“Baker Tilly”) as the Company’s independent registered public accounting firm, effective as of that date. Baker Tilly, as successor to Moss Adams LLP (“Moss Adams”) in the merger described below, served as the Company’s independent registered public accounting firm from May 3, 2023 through September 30, 2026, and its review of the Company’s unaudited condensed consolidated financial statements for the quarter ended June 30, 2026 was the final service performed by Baker Tilly for the Company. On June 3, 2025, the Company was formally notified that Moss Adams, the Company’s independent registered public accounting firm, merged with Baker Tilly US, LLP effective on June 3, 2025. In connection with the notification of the merger, Moss Adams resigned as the auditors of the Company and the Audit Committee of the Company’s Board of Directors approved the appointment of Baker Tilly, as the successor to Moss Adams, as the Company’s independent registered public accounting firm.
Baker Tilly’s report on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2025, and Moss Adams’ report on the Company’s consolidated financial statements as of and for the fiscal year ended December 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 both such reports included explanatory paragraphs expressing substantial doubt regarding the Company’s ability to continue as a going concern.
During the Company’s two most recent fiscal years ended December 31, 2025 and 2024 and the subsequent period through the date of dismissal, there were (i) no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Baker Tilly on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Baker Tilly, would have caused Baker Tilly to make reference to the subject matter of the disagreements in connection with its reports on the Company’s consolidated financial statements, and (ii) no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
The Company provided Baker Tilly with a copy of the disclosures set forth under this Item 4.01 and requested that Baker Tilly furnish the Company with a letter addressed to the U.S. Securities and Exchange Commission (the “SEC”) stating whether it agrees with the statements made herein and, if not, stating the respects in which it does not agree. Baker Tilly’s letter with respect thereto is filed as Exhibit 16.1 to this Current Report.
(b) Engagement of New Independent Registered Public Accounting Firm
On September 29, 2026, the Audit Committee approved the engagement of Haynie & Company (“Haynie”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, effective as of that date. Haynie will audit the Company’s consolidated financial statements as of and for the fiscal year ending December 31, 2026 and will review the Company’s unaudited condensed consolidated financial statements beginning with the quarter ended September 30, 2026.
During the Company’s two most recent fiscal years ended December 31, 2025 and 2024 and the subsequent period through September 29, 2026, neither the Company nor anyone on its behalf consulted Haynie 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 consolidated financial statements, or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K), except that, in August 2026, the Company discussed with Haynie a proposed joint venture transaction under evaluation by the Company. During those discussions, Haynie identified and discussed accounting guidance that could be relevant to an analysis of the proposed structure, including ASC 323, Investments—Equity Method and Joint Ventures, and ASC 810, Consolidation. Haynie did not provide a conclusion regarding the appropriate accounting treatment of the proposed transaction and advised the Company that additional facts and analysis would be necessary before any accounting determination could be made. The proposed transaction was ultimately neither signed nor consummated by the Company. The Company did not consult Baker Tilly regarding the issues that were the subject of the consultation with Haynie.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 16.1 | Letter of Baker Tilly US, LLP to the Securities and Exchange Commission | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
VIVOS THERAPEUTICS, INC.
Dated: September 30, 2026
| By: | /s/ Roman Franklin | |
| Name: | Roman Franklin | |
| Title: | Chief Financial Officer |
Exhibit 16.1
September 30, 2026
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Ladies and Gentlemen:
We have read the statements made by Vivos Therapeutics, Inc. included under Item 4.01(a) of its Current Report on Form 8-K dated September 30, 2026 to be filed with the Securities and Exchange Commission. We agree with the statements concerning our Firm contained therein.
Sincerely,
/s/ Baker Tilly US, LLP