8-K 1 form8-k.htm






Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)

January 16, 2021



(Exact name of registrant as specified in its charter)


Delaware   001 – 27072   52-0845822
(state or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)


2117 SW Highway 484, Ocala FL   34473
(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code: (352) 448-7797


AIM ImmunoTech Inc.

(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 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))


Indicate by check mark whether the registrant is an emerging growth company as defined in 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. [  ]


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol   Name of each exchange on which registered
Common Stock, par value $0.001 per share   AIM   NYSE American






Item 4.01 Changes in Registrant’s Certifying Accountant.


On January 16, 2021, the partners and professional staff of Morrison, Brown, Argiz & Farra LLC (“MBAF”), which was engaged as the independent registered public accounting firm of the registrant, AIM ImmunoTech Inc. (the “Company”), joined BDO USA, LLP (“BDO”). As a result of this transaction, MBAF resigned as the Company’s independent registered public accounting firm on January 16, 2021. On January 19, 2021, following the resignation of MBAF, the Company, through and with the approval of its Audit Committee, appointed BDO as its independent registered public accounting firm subject to BDO’s customary client acceptance procedures.


The reports of MBAF on the financial statements of the Company for the fiscal years ended December 31, 2019 and 2018, 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 the Company’s fiscal years ended December 31, 2019 and 2018, and through January 16, 2021, there were no disagreements between the Company and MBAF 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 MBAF, would have caused MBAF to make reference to the subject matter of the disagreements in connection with its audit reports on the Company’s financial statements. During the Company’s past fiscal years ended December 31, 2019 and 2018, and the interim period through September 30, 2020, MBAF did not advise the Company of any of the matters specified in Item 304(a)(1)(v) of Regulation S-K.


The Company provided MBAF with a copy of this report on Form 8-K in accordance with Item 304(a) of Regulation S-K prior to its filing with the Securities and Exchange Commission and requested that MBAF furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter from MBAF is filed as Exhibit 16.1 hereto.


During the Company’s two most recently completed fiscal years and through the date of engagement of BDO, neither the Company nor anyone on behalf of the Company consulted with BDO regarding (a) 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 financial statements as to which the Company received a written report or oral advice that was an important factor in reaching a decision on any accounting, auditing or financial reporting issue; or (b) any matter that was the subject of a disagreement or a reportable event as defined in Items 304(a)(1)(iv) and (v), respectively, of Regulation S-K.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits


16.1 Letter from Morrison, Brown, Argiz & Farra LLC dated January 16, 2021






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.


January 22, 2021 By: /s/ Thomas K. Equels
    Chief Executive Officer