Current Report Filing (8-k)
August 17 2018 - 4:32PM
Edgar (US Regulatory)
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): August 17, 2018
RELMADA
THERAPEUTICS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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333-184881
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45-5401931
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(State
or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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750
Third Avenue, 9
th
Floor
New
York, NY
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10017
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
(212) 547-9591
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(Former
name or former address, if changed since last report)
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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):
☐
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
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☐
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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))
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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
Relmada
Therapeutics, Inc. (the “Company”) was notified that the GBH CPAs, PC, the Company’s independent registered
accounting firm combined its practice with Marcum LLP (“Marcum”), an independent registered public accounting firm,
effective July 1, 2018. As a result of GBH combining its practice with Marcum, on August 17, 2018, the Company accepted the resignation
of GBH and engaged Marcum as its independent registered public accountants. The engagement of Marcum has been approved by the
Audit Committee of the Company's Board of Directors.
Pursuant
to applicable rules, the Company makes the following additional disclosures:
(a)
GBH’s reports on the consolidated financial statements of the Company as at and for the fiscal years ended June 30, 2017
and 2016 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles.
(b)
During the fiscal years ended June 30, 2017 and 2016 and through August 17, 2018, there were no disagreements with GBH on any
matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which if not resolved
to GBH' satisfaction would have caused it to make reference thereto in connection with its reports on the financial statements
for such years. During the fiscal years ended June 30, 2017 and 2016 and through August 17, 2018, there were no events of the
type described in Item 304(a)(1)(v) of Regulation S-K.
(c)
During the fiscal years ended June 30, 2017 and 2016 and through August 17, 2018, the Company did not consult with Marcum with
respect to any matter whatsoever including without limitation with respect to any of (i) the application of accounting principles
to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered on the Company's
financial statements; or (iii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation
S-K) or an event of the type described in Item 304(a)(1)(v) of Regulation S-K.
The
Company has provided GBH with a copy of the foregoing disclosure and requested that it furnish the Company with a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the statements made therein. A copy of such letter is
filed as Exhibit 16.1 to this Report.
Item
9.01 Financial Statements and 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.
Dated: August
17, 2018
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RELMADA
THERAPEUTICS, INC.
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By:
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/s/
Sergio Traversa
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Name:
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Sergio
Traversa
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Title:
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Chief
Executive Officer and
Interim Chief Financial Officer
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