Current Report Filing (8-k)
October 07 2022 - 4:16PM
Edgar (US Regulatory)
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2022-10-03
2022-10-03
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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): October 3, 2022
MICT,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-35850 |
|
27-0016420 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
28
West Grand Avenue, Suite 3
Montvale,
New Jersey |
|
07645 |
(Address
of principal executive offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: (201) 225-0190
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:
| ☐ | 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 240.13a-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 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. ☐
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 |
|
MICT |
|
The
Nasdaq Capital Market LLC |
Item
4.01. Changes in Registrant’s Certifying Accountant
On
October 3, 2022, Friedman LLP (“Friedman”) resigned as MICT, Inc.’s (the “Company”) independent registered
public accounting firm, effective immediately. The Company is working on a merger agreement with Tingo, Inc. and so the Company decided
to engage Brightman Almagor Zohar & Co. Certified Public Accountant, a firm in the Deloitte Global Network (“Deloitte”).
The
reports of Friedman on the Company’s consolidated financial statements as of and for the year ended December 31, 2021 contained
no adverse opinion or disclaimer of opinion nor were any such reports qualified or modified as to uncertainty, audit scope or
accounting principle.
During
the recent fiscal year ending December 31, 2021 and through the date of this Current Report, there have been no (i) disagreements with
Friedman on any matter or accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which connects
with its reports; or (ii) “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K. Friedman did not act as
the Company’s independent registered public accounting firm during the fiscal year ending December 31, 2020.
The
Company has provided Friedman with a copy of the above disclosures and requested that Friedman furnish the Company with a letter addressed
to the Securities and Exchange Commission (“SEC”) stating whether or not it agrees with the above statement. A copy of Friedman’s
letter, dated October 7, 2022 is filed as exhibit 16.1 to this Current Report of Form 8-K.
On
October 6, 2022, the Company engaged Deloitte as the Company’s new independent registered public accounting firm.
During
the recent fiscal year ending December 31, 2021, and through the date of this Report, the Company has not consulted Deloitte regarding
(i) application of accounting principles to any 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)) or a reportable event (as defined in Item 304(a)(1)(v)).
Item
9.01 Financial Statements and Exhibits.
The
exhibit listed in the following Exhibit Index is filed as part of this Current Report on Form 8-K.
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:
October 7, 2022
|
MICT, Inc. |
|
|
|
|
By: |
/s/ Darren Mercer |
|
Name: |
Darren Mercer |
|
Title: |
Chief Executive Officer |
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