false 0001449792 0001449792 2024-11-26 2024-11-26 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): November 26, 2024

 

PIONEER POWER SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-35212   27-1347616

(State of

incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

400 Kelby Street, 12th Floor

Fort Lee, New Jersey

       07024
(Address of principal executive offices)       (Zip Code)

 

(212) 867-0700

(Registrant’s telephone number, including area code)

 

N/A

(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:

 

☐ 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:

 

Title of each class   Trading Symbol(s)   Name of exchange on which registered
Common Stock, par value $0.001 per share   PPSI   Nasdaq Stock Market LLC (Nasdaq Capital Market)

 

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. ☐

 

 

 

 

 

 

Item 4.01 Changes in Registrant’s Certifying Accountant.

 

(b) Appointment of New Independent Registered Public Accounting Firm

 

As previously reported on November 20, 2024, the audit committee (the “Audit Committee”) of Pioneer Power Solutions, Inc. (the “Company”) approved the dismissal of Marcum LLP as the Company’s independent registered public accounting firm, effective as of November 14, 2024. The Company has authorized Marcum LLP to respond fully to the inquiries of BDO USA, P.C. (“BDO”), concerning the reportable events previously described in the Company’s Current Report on Form 8-K filed on November 20, 2024.

 

The Audit Committee previously approved the engagement of BDO and on November 26, 2024, the Company entered into an engagement agreement with BDO, in which BDO will serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. During the fiscal years ended December 31, 2023, and December 31, 2022, and the subsequent interim period through November 26, 2024, neither the Company nor anyone on its behalf has consulted with BDO regarding (i) 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 consolidated financial statements, and neither a written report nor oral advice was provided to the Company that BDO concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, or (ii) any matter that was either the subject of a “disagreement,” as defined in Item 304(a)(1)(iv) of Regulation S-K, or a “reportable event,” as defined in Item 304(a)(1)(v) of Regulation S-K.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  PIONEER POWER SOLUTIONS, inc.
     
Date: November 26, 2024 By: /s/ Walter Michalec
  Name: Walter Michalec
  Title: Chief Financial Officer

 

 

 

 

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Cover
Nov. 26, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Nov. 26, 2024
Entity File Number 001-35212
Entity Registrant Name PIONEER POWER SOLUTIONS, INC.
Entity Central Index Key 0001449792
Entity Tax Identification Number 27-1347616
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 400 Kelby Street
Entity Address, Address Line Two 12th Floor
Entity Address, City or Town Fort Lee
Entity Address, State or Province NJ
Entity Address, Postal Zip Code 07024
City Area Code (212)
Local Phone Number 867-0700
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol PPSI
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
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