8-K
ZRCN Inc. (ZRCN)
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): May 15, 2025
ZRCNInc.
(Exact name of Registrant as specified in its charter)
| Delaware | 000-56380 | 83-2756695 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (I.R.S.<br> Employer<br><br> <br>Identification<br> No.) |
1580Dell Avenue**, Campbell**
,
CA.95008.
(Address of principal executive offices and zip code)
(408)963-4550
Registrant’s
telephone number, including area code:
(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 (see General Instruction A.2. below):
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered under Section 12(b) of the Exchange Act: None
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common | ZRCN | N/A |
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $0.0001 per share
(Title of class)
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. ☐
Item4.01 Changes in Registrant’s Certifying Accountant.
NewlyEngaged Independent Registered Public Accounting Firm
On May 12, 2025, Kreston, PC., (Kreston) was appointed as ZRCN Inc.’s (the “Company”) independent registered public PCAOB accounting firm for the financial reporting period ending March 31, 2025, subject to completion of its standard client acceptance procedures.
During the two most recent years and the subsequent interim periods preceding Kreston’s appointment as independent accountant, the Company has not consulted with Kreston with respect to the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that would have been rendered on the Company’s consolidated financial statements, or any other matters set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K
Exhibits
| 104 | Cover<br> 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.
| Dated:<br> May 15, 2025 | ZRCN<br> Inc., A Delaware Corporation | |
|---|---|---|
| By: | /s/ Jeff Parsons | |
| Its: | Jeff<br> Parsons, Chief Financial Officer |