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Item
4.01
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Change
in Registrant’s Certifying Accountant.
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(a) Dismissal
of Independent Registered Public Accounting Firm
On
December 28, 2017, Rubicon Technology, Inc. (the “Company”) replaced Grant Thornton LLP (“Grant”) as its
independent registered public accounting firm.
The
decision to replace Grant as the Company's independent registered public accounting firm was the result of a process in which
the Audit Committee of the Company's Board of Directors conducted a competitive review process to select the independent registered
public accounting firm.
The
audit reports of Grant on the consolidated financial statements of the Company for each of the two most recent fiscal years ended
December 31, 2015 and December 31, 2016 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.
During
the Company's two most recent fiscal years ended December 31, 2015 and December 31, 2016 and during the subsequent interim period
from January 1, 2017 through December 28, 2017, (i) there were no disagreements with Grant on any matter of accounting principles
or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to Grant’s satisfaction,
would have caused Grant to make reference to the subject matter of the disagreement in connection with its reports and (ii) there
were no “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.
The
Company provided Grant with a copy of the disclosures in this report prior to filing with the Securities and Exchange Commission
(the “SEC”). A copy of Grant’s letter, dated December 28, 2017, to the SEC, stating whether it agrees with the
statements made in this report, is filed as Exhibit 16.1 to this report.
(b) Engagement
of New Independent Registered Public Accounting Firm.
On
December 28, 2017, the Audit Committee of the Company's Board of Directors engaged Marcum LLP (“Marcum”) as the Company’s
independent registered public accounting firm for the year ending December 31, 2017.
During
the two most recent fiscal years ended December 31, 2015 and December 31, 2016 and during the subsequent interim period from January
1, 2017 through December 28, 2017, neither the Company nor anyone on its behalf consulted Marcum regarding either (i) 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, and neither a written report nor oral advice was provided to the Company that
Marcum concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial
reporting issue, or (ii) any matter that was either the subject of a “disagreement” or a “reportable
event”, each as defined in Regulation S-K Item 304(a)(1)(v), respectively.