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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): February 16, 2022

 

 

 

VISION HYDROGEN CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada   000-55802    47-4823945
(State or Other Jurisdiction   (Commission      (IRS Employer
of Incorporation)   File Number)    Identification No.)

 

95 Christopher Columbus Drive, 16th Floor, Jersey City, NJ 07302

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (551) 298-3600

 

Not Applicable

(Former name or former address, if changed since last report.)

 

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 (see General Instruction A.2. below):

 

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))

 

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.

 

Securities registered pursuant to Section 12(b) of the Act: None

 

 

 

 

 

 

Item 4.01 Changes in Registrant’s Certifying Accountant.

 

On February 16, 2022, the board of directors (the “Board”) of Vision Hydrogen Corporation, a Nevada Corporation, (the “Company”) dismissed Rosenberg Rich Baker Berman, P.A. as the Company’s independent public accounting firm. On February 16, 2022, the Board appointed M&K CPA’s PLLC, an independent registered public accounting firm, to audit the financial statements of the Company for the fiscal year ending December 31, 2021.

 

Rosenberg Rich Baker Berman, P.A.’s audit reports on the financial statements of the Company as of and for the fiscal years ended December 31, 2019 and 2020 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

 

During the years ended December 31, 2019 and 2020, and during the subsequent period preceding the date of dismissal, there were (i) no disagreements with Rosenberg Rich Baker Berman, P.A. on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, and (ii) no reportable events (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

 

The Company has requested Rosenberg Rich Baker Berman, P.A. to furnish it with a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees with the statements made above by the Company. The Company has filed this letter as an exhibit to this Current Report on Form 8-K.

 

During the years ended December 31, 2019 and 2020 and through the engagement date, the Company has not consulted with M&K CPA’s PLLC regarding either:

 

1.The application of accounting principles to any 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 M&K CPA’s PLLC 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 paragraph (a)(1)(iv) of Item 304 of Regulation S-K and the related instructions thereto) or a reportable event (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

16.1   Letter from Rosenberg Rich Baker Berman, P.A., dated February 22, 2022.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)


 

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SIGNATURE

 

Pursuant to the requirement 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.

 

  VISION HYDROGEN CORPORATION
     
Date: February 22, 2022 By: /s/ Matthew Hidalgo
    Matthew Hidalgo
    Chief Financial Officer

 

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