Current Report Filing (8-k)
December 08 2021 - 11:28AM
Edgar (US Regulatory)
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2021-12-02
2021-12-02
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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): December 2, 2021
ARCH THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
Nevada
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000-54986
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46-0524102
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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235 Walnut Street, Suite 6
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Framingham, Massachusetts
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01702
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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: (617) 431-2313
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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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N|A
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N|A
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N|A
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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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 Change in Registrant’s
Certifying Accountants.
On
December 2, 2021, Arch Therapeutics, Inc. (the “Company”) was notified that Moody, Famiglietti and Andronico, LLP (“MFA”), an
independent registered public accounting firm, was acquired by Baker Tilly US, LLP (“Baker Tilly”). As a result
of the acquisition, effective December 2, 2021, the Board of Directors of the Company approved the simultaneous dismissal of MFA as the
Company’s independent registered public accounting firm and engagement of Baker Tilly US, LLP (“Baker Tilly”) as its
new independent registered public accounting firm as of and for the year ended September 30, 2021. As described below, the change in the
Company’s independent registered public accounting firm is not the result of any disagreement with MFA.
Prior
to engaging Baker Tilly, the Company did not consult with Baker Tilly regarding the application of accounting principles to a specific
completed or contemplated transaction or regarding the type of audit opinions that might be rendered by Baker Tilly on the Company’s
financial statements, and Baker Tilly 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.
MFA’s
audit reports on the financial statements for the years ended September 30, 2019 and 2020 did not provide an adverse opinion or disclaimer
of opinion to the Company’s financial statements, nor modify its opinion as to uncertainty, audit scope or accounting principles,
except that the reports contained (i) explanatory paragraphs in which they indicated conditions existed that raised substantial doubt
about the Company’s ability to continue as a going concern.
During
the fiscal years ended September 30, 2019 and 2020 and the interim periods through December 2, 2021, there were: (i) no disagreements
within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions between the Company and MFA on any matters of
accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to MFA’s
satisfaction, would have caused MFA to make reference thereto in their reports; and (ii) no “reportable events” within the
meaning of Item 304(a)(1)(v) of Regulation S-K.
The
Company provided MFA with a copy of the disclosures in this Form 8-K and has requested that MFA furnish the Company with a letter addressed
to the Securities and Exchange Commission (“SEC”), stating whether it agrees with the statements made herein and if not, stating
in what respects it does not agree. A copy of this letter will be filed as an Exhibit 16.1 of this Form 8-K.
Item 9.01 Financial Statements and Exhibit
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.
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ARCH THERAPEUTICS, INC.
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Dated: December 8, 2021
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By:
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/s/ Terrence W. Norchi, M.D.
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Name: Terrence W. Norchi, M.D.
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Title: President, Chief Executive Officer
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