BIO-key International Changes Auditors

TL;DR

BIO-key swapped auditors from Marcum LLP to Citrin Cooperman & Company, LLP, effective April 23, 2024.

AI Summary

BIO-key International, Inc. announced on April 23, 2024, a change in its certifying accountant. The company has dismissed Marcum LLP as its independent registered public accounting firm and has appointed Citrin Cooperman & Company, LLP as its new independent registered public accounting firm, effective April 23, 2024. This change is not related to any disagreements with Marcum LLP.

Why It Matters

A change in auditors can signal potential concerns about financial reporting or a strategic shift in how the company presents its financials to investors.

Risk Assessment

Risk Level: medium — Changes in auditors, especially without explicit reasons of disagreement, can sometimes precede or coincide with financial restatements or other disclosures that may impact investor confidence.

Key Players & Entities

• BIO-key International, Inc. (company) — Registrant
• Marcum LLP (company) — Former Certifying Accountant
• Citrin Cooperman & Company, LLP (company) — New Certifying Accountant
• April 23, 2024 (date) — Effective date of auditor change

FAQ

Filing Documents

• bkyi20240429_8k.htm (8-K) — 28KB
• ex_663780.htm (EX-16.1) — 3KB
• 0001437749-24-013771.txt ( ) — 166KB
• bkyi-20240423.xsd (EX-101.SCH) — 3KB
• bkyi-20240423_def.xml (EX-101.DEF) — 12KB
• bkyi-20240423_lab.xml (EX-101.LAB) — 15KB
• bkyi-20240423_pre.xml (EX-101.PRE) — 12KB
• bkyi20240429_8k_htm.xml (XML) — 3KB

01. Changes in Registrant ' s Certifying Accountant

Item 4.01. Changes in Registrant ' s Certifying Accountant. On April 24, 2024, the Audit Committee of the Board of Directors (the " Audit Committee ") of BIO-key International, Inc. (the " Company ") approved the engagement of Bush & Associates CPA (" Bush & Associates ") as the Company's independent registered public accounting firm and on April 23, 2024, dismissed Marcum LLP (" Marcum "), as the Company's independent registered public accounting firm. Marcum was retained to serve as the Company's independent registered public accounting firm on July 20, 2022. The audit report of Marcum on the Company's consolidated financial statements as of and for the fiscal year ended December 31, 2022 did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles except that the report included an explanatory paragraph raising substantial doubt about the Company's ability to continue as a going concern. Marcum did not audit the Company's consolidated financial statements as of and for the fiscal year ended December 31, 2021 and the audit of the Company's consolidated financial statements as of and for the fiscal year ended December 31, 2023 has not been completed yet. During the two most recent fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through April 23, 2024, there were (i) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Marcum, would have caused Marcum to make reference thereto in its report on the Company's consolidated financial statements for the year ended December 31, 2022, and (ii) no "reportable events" as such term is defined in Item 304(a)(1)(v) of Regulation S-K except that: (A) a

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. 16.1 Letter dated April 29, 2024 form Marcum LLP to the U.S. Securities and Exchange Commission (filed herewith) 104 Cover Page Interactive Data File (embedded with the Inline XBRL document)

SIGNATURES

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. BIO-KEY INTERNATIONAL, INC. Date: April 29 , 2024 By: /s/ Cecilia C. Welch Cecilia C. Welch Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR