8-KThe Red FlagsRed Alert
Auditor Change
Filed Apr 30, 2025 · 1y ago · Accession 0001213900-25-037746
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 25, 2025
Dominari Holdings
Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-41845
52-0849320
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
725
5th Avenue , 22nd Floor
New York , NY 10022
( 212 ) 393-4540
( Address, including Zip Code and Telephone
Number, including
Area Code, of Principal Executive Offices)
Not Applicable
(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 to 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
Common Stock, $0.0001 par value
DOMH
The Nasdaq Capital Market
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.
On November 1, 2024, CBIZ
CPAs P.C. acquired the attest business of Marcum LLP (“Marcum”) which was engaged as the independent registered public accounting
firm of Dominari Holdings Inc. (the “Company”). As a result of this transaction, on April 25, 2025, Marcum resigned as auditor
of the Company, and with the approval of the Audit Committee of the Company’s Board of Directors, CBIZ CPAs P.C. was engaged as
the Company’s new independent registered public accounting firm for the fiscal year ending December 31, 2025.
The reports of Marcum regarding
the Company’s financial statements for the fiscal years ended December 31, 2024 and 2023, 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 fiscal years ended
December 31, 2024 and 2023, and through April 25, 2025, the date of Marcum’s resignation, there were (a) no disagreements (as defined
in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) with Marcum on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of Marcum, would
have caused Marcum to make reference to such disagreement in its report and (b) no “reportable events” (as defined in Item
304(a)(1)(v) of Regulation S-K and the related instructions).
During the fiscal years ended
December 31, 2024 and 2023, and through April 25, 2025, neither the Company nor anyone on the Company’s behalf consulted with CBIZ
CPAs P.C. regarding (i) the application of accounting principles to a specific completed or contemplated transaction or regarding the
type of audit opinions that might be rendered by CBIZ CPAs P.C. on the Company’s financial statements, and CBIZ CPAs P.C. did not
provide any written or oral advice that was an important factor considered by the Company in reaching a decision as to any such accounting,
auditing, or financial reporting issue 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), as that term is described in Item 304(a)(1)(iv) of Regulation S-K, or a reportable event,
as that term is defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Marcum
with a copy of this Current Report on Form 8-K prior to its filing with the U.S. Securities and Exchange Commission (the “SEC”)
and requested that Marcum furnish the Company with a letter addressed to the SEC, pursuant to Item 304(a)(3) of Regulation S-K, 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,
dated April 30, 2025, is filed as Exhibit 16.1 (which is incorporated by reference herein) to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Description
16.1
Letter from Marcum, dated April 30, 2025
104
Cover Page Interactive Data File (formatted as Inline XBRL)
1
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.
Dated: April 30, 2025
DOMINARI HOLDINGS INC.
By:
/s/ Anthony Hayes
Name:
Anthony Hayes
Title:
Chief Executive Officer
2
Filing details
- Company
- Dominari Holdings Inc.
- Ticker
- DOMH
- CIK
- 12239
- Form type
- 8-K
- Filing date
- Apr 30, 2025
- Report date
- Apr 25, 2025
- Document
- ea0239613-8k_dominari.htm
- Size
- 202 KB