Blueprint
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
VASO CORPORATION
(Exact
name of registrant as specified in charter)
Date of
Report: June 17, 2019 (Date of earliest event
reported)
|
Delaware
|
0-18105
|
11-2871434
|
|
(State
or other jurisdiction
|
(Commission
File
|
(IRS
Employer
|
|
of
incorporation)
|
Number)
|
Identification
No.)
|
|
137
Commercial Street, Suite 200, Plainview, New York
|
11803
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (516)
997-4600
Vasomedical, Inc.
(Former
name or former address, if changed since last report)
Securities
registered or to be 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
|
VASO
|
OTC:PK
|
|
|
|
|
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
to 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 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 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 accountant standards provided
pursuant to Section 13(a) of the Exchange Act. □
ITEM 4.01 CHANGES IN REGISTRANT’S CERTIFYING
ACCOUNTANT
At a
meeting held on June 14, 2019, the Audit Committee of Vaso
Corporation (the “Company”) approved the engagement of
Malone Bailey LLP (“Malone Bailey”) as its independent
registered public accounting firm for the fiscal year ending
December 31, 2019, subject to their approval. Malone Bailey
accepted this engagement on June 18, 2019. The former independent
registered public accounting firm Marcum LLP was dismissed on June
17, 2019.
The
audit reports of Marcum on the Company’s consolidated
financial statements for the years ended December 31, 2017 and 2018
did not contain an adverse opinion or a disclaimer of opinion, and
were not qualified or modified as to uncertainty, audit scope or
accounting principles, other than the ability of the Company to
continue as a going concern.
From
the date of Marcum’s appointment on December 9, 2014 and
through June 17, 2019: (a) there were no disagreements between the
Company and 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
in connection with their opinion to the subject matter of the
disagreement; and (b) there were no reportable events within the
meaning set forth in Item 304(a)(1)(v) of Regulation
S-K.
A
letter from Marcum dated June 21, 2019 is attached as Exhibit 16.1
to this Form 8-K.
During
the Company’s two most recent fiscal years ended December 31,
2018 and through the subsequent interim period preceding Malone
Bailey’s engagement, the Company did not consult with Malone
Bailey on either (1) the application of accounting principles to a
specified transaction, either completed or proposed; or the type of
audit opinion that may be rendered on the Company’s financial
statements, and Malone Bailey did not provide either a written
report or oral advise to the Company that Malone Bailey concluded
was an important factor considered by the Company in reaching a
decision as to the accounting, auditing or financial reporting
issue; or (2) any matter that was either the subject of a
disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K,
or a reportable event, as defined in Item 304(a)(1)(v) of
Regulation S-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
|
Exhibit No. |
|
Description |
| 16.1 |
|
Letter from Marcum LLP to the Securities and
Exchange Commission dated June 21, 2019. |
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.
|
|
VASO CORPORATION
|
|
|
|
|
|
|
|
Date:
June 21, 2019 |
By:
|
/s/ Jun
Ma
|
|
|
|
|
Jun
Ma
|
|
|
|
|
President
and Chief Executive Officer
|
|