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): December 7, 2018
PEN
INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
47-1598792 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(I.R.S.
Employer
Identification
No.) |
701
Brickell Avenue, Suite 1550, Miami Florida 33131
(Address
of principal executive offices) (Zip Code)
(844)
736-6266
(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:
| [ ]
|
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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|
| [ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item
4.01 Change in Registrant’s Certifying Accountant.
| (a) | Dismissal
of Independent Registered Public Accounting Firm |
At
the request of the Board of directors, we initiated a competitive process to select an independent accounting firm. The results
of that process were reviewed with the Board on December 5, 2018, and the Audit Committee was empowered to make the final selection.
On December 7, 2018 the Audit Committee approved the engagement of Tama Budaj Raab. On that day we informed Salberg & Company,
P.A. (“Salberg & Co”) that it was being dismissed as our independent, registered public accounting firm.
The
reports of Salberg & Co on our consolidated financial statements for the two most recent fiscal years ended December 31, 2017
and December 31, 2016 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to
uncertainly, audit scope or accounting principles except that Salberg & Co’s reports for both years included a paragraph
indicating there was substantial doubt about our ability to continue as a going concern.
During
our two most recent fiscal years referred to above and during the subsequent interim reporting periods through December 7, 2018,
there were (1) no disagreements with Salberg & Co on any matter of accounting principles or practices, financial statement
disclosures, or auditing scope or procedures which disagreements, if not resolved to the satisfaction of Salberg & Co would
have caused Salberg & Co to make reference to the subject matter of the disagreements in connection with its reports, and
(2) no events of the type listed in paragraphs (A) through (D) of Item 301(a)(1)(v) of Regulation S-K.
We
provided Salberg & Co with a copy of this Current Report on Form 8-K prior to its filing with the Securities Exchange Commission
and requested that Salberg & Co furnish us with a letter addressed to the Commission stating whether Salberg & Co agrees
with the above statements. The letter from Salberg & Co is filed as Exhibit 16.1.
| (b) | Engagement
of New Independent Registered Public Accounting Firm |
As
set forth above, on December 7, 2018, the audit Committee approved the engagement of Tama Budaj Raab as our new independent registered
public accounting firm.
During
our two most recent fiscal years ended December 31, 2017 and December 31, 2016 and during the subsequent interim reporting periods
through December 7, 2018, neither we nor anyone acting on our behalf has consulted Tama Budaj Raab with respect to (i) the application
of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might
be rendered on our consolidated financial statements, and neither a written report was provided by us nor oral advice was provided
to us that Tama Budaj Raab concluded was an important factor considered by us in reaching a decision as to the accounting, auditing
or financial reporting issue, or any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of
Regulation SK and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation SK).
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
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.
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PEN
Inc. |
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|
| Date:
December 13, 2018 |
By: |
/s/
Jeanne M Rickert |
| |
|
Secretary |
