Item 4.01 Changes in Registrant's Certifying Accountant.
Network-1 Technologies Inc. (the "Company") was notified that the audit practice
of Friedman LLP ("Friedman"), the Company's independent registered public
accounting firm, was combined with Marcum LLP ("Marcum") effective September 1,
2022. On October 11, 2022, Friedman resigned as the Company's independent
registered public accounting firm and the Company's Audit Committee approved the
engagement of Marcum to serve as the independent registered public accounting
firm of the Company for the year ended December 31, 2022. The services
previously provided by Friedman will now be provided by Marcum.
During the two years ended December 31, 2021 and through the subsequent interim
period prior to the date of engagement of Marcum, the Company, or anyone on its
behalf, did not consult Marcum regarding either: (1) the application of
accounting principles to a specified transaction, either completed or proposed;
or the type of audit opinion that might be rendered on the Company's financial
statements, and neither a written report was provided to the Company nor oral
advice was provided that Marcum concluded was an important factor considered by
the Company in reaching a decision as to the accounting, auditing or financial
reporting issue; or (2) any matter that was either the subject of a disagreement
(as defined in Regulation S-K, Item 304(a)(1)(iv) and the related instructions)
or reportable event (as defined in Regulation S-K, Item 304(a)(1)(v)).
The reports issued by Friedman on the Company's financial statements for either
of the past two years did not contain an adverse opinion or a disclaimer of
opinion, or were qualified or modified as to uncertainty, audit scope or
accounting principles.
During the Company's two most recent fiscal years and any subsequent interim
period preceding the date hereof, (i) there were no disagreements with Friedman
on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements, if not resolved
to Friedman's satisfaction, would have caused it to make reference to the
subject matter of the disagreements in connection with its reports, and (ii)
there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation
S-K.
The Company has requested Friedman to furnish a letter addressed to the
Commission stating whether it agrees with the above statements. A copy of the
letter from Friedman is filed as Exhibit 16.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number Description
16.1* Letter of Friedman LLP
*Filed herewith
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