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): January 24, 2018
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PACIFIC HEALTH CARE ORGANIZATION, INC.
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(Exact name of registrant as specified in its charter)
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Utah
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000-50009
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87-0285238
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(State or other jurisdiction of incorporation)
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Commission
File Number)
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(IRS Employer
Identification No.)
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1201 Dove Street, Suite 300, Newport Beach, California
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(Address of principal executive offices)
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92660
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(Zip code)
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(949) 721-8272
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(Registrant’s telephone number, including area code)
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N/A
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(Former name or former address, if changed since last report.)
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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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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, indicated 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
On January 24, 2018, Pacific Health Care Organization, Inc. (the “Company”) dismissed Pritchett, Siler & Hardy, PC (“PSH”) as its independent registered public accounting firm and engaged Heaton & Company, PLLC, dba Pinnacle Accountancy Group of Utah, (“Pinnacle”) as its new independent registered public accounting firm. The engagement of Pinnacle was approved by the Company’s board of directors. The Company elected to change its independent registered public accounting firm because the PSH audit partner and auditing staff handling the Company’s account left PSH to join Pinnacle.
Since PSH’s appointment as the Company’s independent registered public accounting firm on March 14, 2014 and through January 24, 2018, which included PSH’s audits of Company’s financial statements for the years ended December 31, 2016 and 2015, there were (i) no disagreements between the Company and PSH on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreement, if not resolved to the satisfaction of PSH, would have caused PSH to make reference thereto in their reports on the financial statements for such years, and (ii) no “reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K.
The principal accountant’s reports of PSH on the financial statements of the Company as of and for the two years ended December 31, 2016 and December 31, 2015 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During years ended December 31, 2016 and 2015, and in the subsequent interim period through January 24, 2018, neither the Company, nor anyone acting on its behalf, consulted with Pinnacle regarding any of (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered on the Company’s financial statements, and no written report was provided to the Company nor oral advice rendered that was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (iii) 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 (of the type described in Item 304(a)(1)(v) of Regulation S-K).
The Company provided PSH with a copy of this Form 8-K and requested that PSH furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not PSH agrees with the above statements. A copy of such letter, dated January 24, 2018, is attached as Exhibit 16.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
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Exhibit
Number
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Description
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16.1
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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.
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PACIFIC HEALTH CARE ORGANIZATION, INC.
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Date: January 24, 2018
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By:
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/s/ Tom Kubota |
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Tom Kubota
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Chief Executive Officer
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