Form 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 4, 2014
NEOGENOMICS,
INC.
(Exact name of registrant as specified in its charter)
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| Nevada |
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001-35756 |
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74-2897368 |
| (State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification No.) |
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| 12701 Commonwealth Drive, Suite 9, Fort Myers,
Florida |
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33913 |
| (Address of principal executive offices) |
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(Zip Code) |
(239) 768-0600
(Registrant’s telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 4.01. |
Changes in Registrant’s Certifying Accountant. |
(a) Dismissal of Certifying Accountant
Effective November 4, 2014, the Audit Committee of the Board of Directors of Neogenomics, Inc. (the “Company”) approved the dismissal of
Frazier & Deeter, LLC (“Frazier & Deeter”) as the Company’s independent registered public accounting firm. Frazier & Deeter had recently become the Company’s independent registered public
accounting firm on October 13, 2014 as result of two of the partners of Kingery & Crouse PA, the Company’s previous accounting firm, joining Frazier & Deeter in its new Tampa, Florida office.
Frazier & Deeter did not prepare or issue any audit reports on the Company’s financial statements during the past two years. During the
Company’s two most recent fiscal years and through the date of this Current Report on Form 8-K (i) there were no disagreements with Frazier & Deeter on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which, if not resolved to Frazier & Deeter’s satisfaction, would have caused Frazier & Deeter to make reference to the subject matter in connection with their reports on the
Company’s financial statements for such years; and (ii) there were no reportable events, within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.
The Company provided a copy of the foregoing disclosures to Frazier & Deeter prior to the date of the filing of this Current Report on Form 8-K (this
“Report”) and requested that Frazier & Deeter furnish it with a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements and, if it does not agree, the respects in
which it does not agree. A copy of such letter, dated November 10, 2014, is filed as Exhibit 16.1 to this Report.
| Item 9.01. |
Financial Statements and Exhibits. |
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| EXHIBIT |
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DESCRIPTION |
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LOCATION |
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| Exhibit 16.1 |
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Letter from Frazier & Deeter, LLC, dated November 10, 2014, regarding Change in Certifying Accountant. |
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Provided herewith |
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SIGNATURES
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.
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NEOGENOMICS, INC. |
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| By: |
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/s/ George Cardoza |
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George Cardoza |
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Chief Financial Officer |
Date: November 10, 2014
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Exhibit Index
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| Exhibit
No. |
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Description |
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| 16.1 |
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Letter from Frazier & Deeter, LLP, dated November 10, 2014, regarding Change in Certifying Accountant. |
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