Ocean Biomedical Changes Auditors to Marcum LLP

TL;DR

Ocean Biomedical swapped auditors from Citrin Cooperman to Marcum LLP, effective Dec 2.

AI Summary

Ocean Biomedical, Inc. filed an 8-K on December 6, 2024, reporting a change in its certifying accountant. The company has appointed Marcum LLP as its new independent registered public accounting firm, effective December 2, 2024. This change follows the resignation of their previous auditor, Citrin Cooperman & Company, LLP.

Why It Matters

A change in auditors can sometimes signal underlying issues or a desire for a fresh perspective on financial reporting, which investors should monitor.

Risk Assessment

Risk Level: medium — Changes in auditors can sometimes precede or coincide with financial restatements or other disclosures that may impact the company's financial health.

Key Players & Entities

• Ocean Biomedical, Inc. (company) — Registrant
• Marcum LLP (company) — New Certifying Accountant
• Citrin Cooperman & Company, LLP (company) — Former Certifying Accountant
• December 2, 2024 (date) — Effective date of auditor change
• December 6, 2024 (date) — Filing date of the 8-K

FAQ

Key Financial Figures

• $0.0001 — ction 12(b) of the Act: Common Stock, $0.0001 par value OCEA The Nasdaq Stock Mar
• $11.50 — of common stock at an exercise price of $11.50 OCEAW The Nasdaq Stock Market LLC

Filing Documents

• form8-k.htm (8-K) — 43KB
• ex16-1.htm (EX-16.1) — 1KB
• ex16-1_001.jpg (GRAPHIC) — 134KB
• 0001493152-24-049099.txt ( ) — 449KB
• ocea-20241202.xsd (EX-101.SCH) — 3KB
• ocea-20241202_def.xml (EX-101.DEF) — 29KB
• ocea-20241202_lab.xml (EX-101.LAB) — 36KB
• ocea-20241202_pre.xml (EX-101.PRE) — 26KB
• form8-k_htm.xml (XML) — 5KB

From the Filing

UNITED 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): December 2, 2024 OCEAN BIOMEDICAL, INC. (Exact name of registrant as specified in its charter) Delaware 001-40793 87-1309280 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 55 Claverick St. , Room 325 Providence , RI 02903 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (401) 444-7375 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 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Common Stock, $0.0001 par value OCEA The Nasdaq Stock Market LLC Warrants, each warrant exercisable for one share of common stock at an exercise price of $11.50 OCEAW The Nasdaq Stock Market LLC (Title of Each Class) (Trading Symbol) (Name of Each Exchange on Which Registered) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR 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 Change in Certifying Accountant Ocean Biomedical, Inc. (the "Company") has dismissed Deloitte & Touche LLP (the "Former Accounting Firm") as its independent registered public accounting firm, effective as of December 2, 2024. As described in Item 4.01(a) below, the change in independent registered public accounting firm is not the result of any disagreement with the Former Accounting Firm. Item 4.01(a) Previous Independent Accountants (i) On December 2, 2024, the Company dismissed the Former Accounting Firm as its independent registered public accounting firm effective on that date. (ii) The report of the Former Accounting Firm on the Company's financial qualified or modified as to uncertainty, audit scope, or accounting principles except as set forth in subparagraph (iii). (iii) The report of the Former Accounting Firm on the Company's financial statements as of and for the years ended December 31, 2023, and 2022, contained an explanatory paragraph which noted that there was substantial doubt as to the Company's ability to continue as a going concern due to the Company's working capital deficiency, anticipated losses from operations and its need to obtain additional capital. (iv) The Company's Board made the decision to change independent accountants, acting under authority delegated to it, and approved the change of the independent accountants by written consent on December 2, 2024. (v) During the fiscal years ended December 31, 2023 and 2022, and during the interim period through December 2, 2024, there (i) have been no disagreements with the Former Accounting Firm 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 the Former Accounting Firm, would have caused the Former Accounting Firm to make reference to the subject matter of such disagreements in its reports on the financial statements for such years, and (ii) were no reportable events of the kind referenced in Item 304(a)(1)(v) of Regulation SK. The Company requested that the Former Accounting Firm furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of the letter from the Former Accounting Firm is attached hereto as Exhibit 16.1 to this Current Report on Form 8-K. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Description 16.1 Letter from Deloitte & Touche LLP 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 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 hereunto duly authorized. Date: December 6, 2024 OCEAN BIOMEDICAL, INC. By: /s/ Jolie Kahn Jolie Kahn Chief Fin

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View this 8-K filing on SEC EDGAR