Form 8-K - Current report

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): May 31, 2024

HEALTH DISCOVERY CORPORATION

(Exact name of registrant as specified in charter)

333-62216

74-3002154

(State of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

2002 SUMMIT BLVD, SUITE 300
ATLANTA, GA		30319
(Address of principal executive offices)		(Zip Code)

(404) 566-4865

(Registrant’s telephone number, including area code)

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.

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act.

☐ Pre-commencement communications pursuant to Rule 14d–2(b) under the Exchange Act.

☐ Pre-commencement communications pursuant to Rule 13e–4(c) under the Exchange Act.

Securities registered pursuant to Section 12(g) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	HDVY	N/A

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.

On May 31, 2024, the Board of Directors received notice from Frazier & Deeter, LLC (“Frazier & Deeter”), the independent registered public accounting firm of Health Discovery Corporation (the “Company”), that they were resigning as the Company’s registered accounting firm effective immediately.

The reports of Frazier & Deeter on the financial statements of the Company for the fiscal year ended December 31, 2020, did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except the opinion included an explanatory paragraph referring to the Company’s ability to continue as a going concern.

During the Company’s two most recent fiscal years and through the date of this Current Report on Form 8-K (i) there were no disagreements with Frazier & Deeter on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Frazier & Deeter’s satisfaction, would have caused Frazier & Deeter to make reference to the subject matter in connection with their reports on the Company’s financial statements for such years; and (ii) there were no reportable events, within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.

The Company provided a copy of the foregoing disclosures to Frazier & Deeter prior to the date of the filing of this Current Report on Form 8-K (this “Report”) and requested that Frazier & Deeter furnish it with a letter addressed to the U.S. 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.

The full board of directors acts as an audit committee and will be provided a copy of the 8k filing.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits

Exhibit No.	Description
16.1	Letter of Frazier & Deeter, LLC dated June 6, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereunto duly authorized.

	HEALTH DISCOVERY CORPORATION
	Registrant

Dated: June 6, 2024	By:	/s/ Colleen Hutchinson
		Colleen Hutchinson Board Member

Exhibit 16.1

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Ladies and Gentlemen:

We have read the statements made by Health Discovery Corporation as filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of Health Discovery Corporation dated June 6, 2024. We agree with the statements concerning our Firm contained therein.

Sincerely,

/s/ Frazier & Deeter, LLC

Tampa, FL

Cover	May 31, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 31, 2024
Entity File Number	333-62216
Entity Registrant Name	HEALTH DISCOVERY CORPORATION
Entity Central Index Key	0001141788
Entity Tax Identification Number	74-3002154
Entity Incorporation, State or Country Code	GA
Entity Address, Address Line One	2002 SUMMIT BLVD
Entity Address, Address Line Two	SUITE 300
Entity Address, City or Town	ATLANTA
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30319
City Area Code	(404)
Local Phone Number	566-4865
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Trading Symbol	HDVY
Title of 12(g) Security	Common Stock, no par value
Entity Emerging Growth Company	false