Current Report Filing (8-k)
November 03 2020 - 04:16PM
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): November 1, 2020
Qualigen
Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-37428
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26-3474527
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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2042
Corte Del Nogal, Carlsbad, California 92011
(Address
of principal executive offices) (Zip Code)
(760)
918-9165
(Registrant’s
telephone number, including area code)
n/a
(Former
name or former address, if changed since last report)
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:
[
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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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol
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Name
of each exchange on which registered
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Common Stock,
par value $.001 per share
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QLGN
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The Nasdaq Capital Market of
The Nasdaq Stock Market LLC
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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 (§230.405
of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).
Emerging
growth company [X]
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.
On
November 1, 2020, Qualigen Therapeutics, Inc. (the “Company”) was notified that the audit practice of Squar Milner,
LLP (“Squar Milner”), an independent registered public accounting firm, was combined with Baker Tilly US, LLP (“Baker
Tilly”) in a transaction pursuant to which Squar Milner combined its operations with Baker Tilly and certain of the professional
staff and partners of Squar Milner joined Baker Tilly either as employees or partners of Baker Tilly. On November 1, 2020, Squar
Milner resigned as auditors of the Company and with the approval of the Audit Committee of the Company’s Board of Directors,
Baker Tilly was engaged as its independent registered public accounting firm.
Prior
to engaging Baker Tilly, the Company did not consult with Baker Tilly regarding 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.
The
report of independent registered public accounting firm Squar Milner regarding the Company’s financial statements for the
fiscal years ended March 31, 2020 and 2019 did not contain any adverse opinion or disclaimer of opinion and was not qualified
or modified as to uncertainty, audit scope or accounting principles, except that such audit report did include an explanatory
paragraph related to the Company’s ability to continue as a going concern.
During
the years ended March 30, 2020 and 2019 and during the interim period from the end of the most recently completed fiscal year
through November 1, 2020, the date of resignation, there were no disagreements with Squar Milner 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 Squar Milner, would have caused it to make reference to such disagreement in its reports.
The
Company provided Squar Milner with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange
Commission and requested that Squar Milner furnish the Company with a letter addressed to the Securities and Exchange Commission
stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy
of the letter, dated November 3, 2020, is filed as Exhibit 16.1 (which is incorporated by reference herein) to this
Current Report on Form 8-K.
Item
9.01. Financial Statements and Exhibits.
(d)
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.
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QUALIGEN
THERAPEUTICS, INC.
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Date:
November 3, 2020
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By:
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/s/
Michael S. Poirier
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Michael
S. Poirier, President and Chief Executive Officer
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