Check-Cap Ltd. Files 6-K Report

TL;DR

Check-Cap Ltd. filed a routine 6-K, incorporating prior filings. No new material info.

AI Summary

Check-Cap Ltd. filed a Form 6-K on March 22, 2024, to report for the month of March 2024. This filing incorporates by reference previous registration statements on Form F-3 and Form S-8. The company is incorporated in Israel and its principal executive offices are located in Isfiya.

Why It Matters

This filing serves as an update for investors regarding the company's ongoing reporting obligations and incorporates previous filings, which may contain important information about the company's structure and offerings.

Risk Assessment

Risk Level: low — This filing is a routine report and does not appear to contain new material information that would significantly alter the company's risk profile.

Key Players & Entities

• Check-Cap Ltd. (company) — Registrant
• 333-211065 (dollar_amount) — Form F-3 File Number
• 333-225789 (dollar_amount) — Form F-3 File Number
• 333-262401 (dollar_amount) — Form F-3 File Number
• 333-203384 (dollar_amount) — Form S-8 File Number
• 333-226490 (dollar_amount) — Form S-8 File Number
• 333-259666 (dollar_amount) — Form S-8 File Number

FAQ

Filing Documents

• ea0202345-6k_checkcap.htm (6-K) — 14KB
• 0001213900-24-024919.txt ( ) — 15KB

From the Filing

OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024. Commission File Number: 001-36848 Check-Cap Ltd. (Exact Name of Registrant as Specified in Charter) Abba Hushi Avenue P.O. Box 1271 Isfiya, 30090 Mount Carmel, Israel (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F Form 40-F INCORPORATION BY REFERENCE This report of Foreign Private Issuer on Form 6-K is incorporated by reference into the Company’s Registration Statements on Form F-3 (File No. 333-211065 , 333-225789 and 333-262401 ), and Form S-8 (File No. 333-203384 , 333-226490 and 333-259666 ) filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished. 1 CONTENTS Resignation of Registrant’s Certifying Accountant On February 15, 2024, the Company received a notice of resignation from Brightman Almagor Zohar & Co., (“Brightman”) as the Company’s Independent Registered Public Accounting firm. Brightman did not seek the Company’s consent to its decision to resign as the Company’s independent registered public accounting firm. As a result, the Company’s Board of Directors or Audit Committee did not recommend or approve such decision. Brightman’s decision to resign as the Company’s Independent Registered Public Accounting firm was due to certain control concerns that arose in the first quarter of 2024 within the Company. The Company has already remediated all the control issues identified. During the time that Brightman was engaged, there were (1) no disagreements with Brightman 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 Brightman would have caused Brightman to make reference to the subject matter of the disagreements in connection with its reports, and (2) no events of the type listed in paragraphs (A) through (D) of Item 304(a)(1)(v) of Regulation S-K. Brightman audited the consolidated balance sheets of the Company as of December 31, 2022 and 2021, the related consolidated statements of operations, shareholders' equity, and cash flows, for each of the three years in the period ended December 31, 2022, and the related notes. The audit report of Brightman on our financial nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. We furnished a copy of the disclosures in this report to Brightman and have requested that Brightman furnish us with a letter addressed to the United States Securities and Exchange Commission stating whether it agrees with the statements made by us herein in response to Item 304(a) of Regulation S-K and, if not, stating the respect in which it does not agree. As of the date of this filing, we have not yet received Brightman’s letter. The Company is in discussions regarding the engagement of another independent accounting firm of international repute. 2 SIGNATURE 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. CHECK-CAP LTD. (Registrant) Date: March 22, 2024 By: /s/ Paul Medeiros Name: Paul Medeiros Title: Board Chair, Check-Cap Ltd. 3

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View this 6-K filing on SEC EDGAR