Business Context and Reporting Period
Company: Ultralife Corporation (ULBI)
Filing Type: Form 8-K (Current Report)
Date of Report: August 22, 2025
Reporting Period: Immediate event reporting regarding a change in independent registered public accounting firm.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance and audit firm transitions.
Material Changes Versus Prior Period
- Accounting Firm Replacement: Freed Maxick P.C. ("FM") was replaced as the independent registered public accounting firm effective August 22, 2025.
- Reason for Change: The replacement was necessitated by the acquisition of certain assets of FM by Withum Smith+Brown, PC ("Withum").
- Historical Audit Opinions:
- FM's reports for fiscal years ended December 31, 2023, and 2024 did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, scope, or accounting principles.
- However, FM's report on internal control over financial reporting for the fiscal year ended December 31, 2024, expressed an opinion that the Company did not maintain effective internal controls due to a material weakness.
- Disagreements: No "disagreements" or "reportable events" occurred between the Company and FM during the fiscal years 2023-2024 or the interim period through August 22, 2025.
Guidance, Outlook, and Management Commentary
- New Appointment: Withum Smith+Brown, PC was appointed as the independent registered public accounting firm for the fiscal year ending December 31, 2025, effective immediately.
- Consultations: The Company confirmed no consultations with Withum regarding accounting principles, audit opinions, disagreements, or reportable events prior to this appointment.
- Exhibits: A letter from Freed Maxick P.C. dated August 25, 2025, responding to the Company's disclosures, is attached as Exhibit 16.1.
Investor Verification Checklist
- Verify the status of the material weakness in internal controls over financial reporting identified for the fiscal year ended December 31, 2024, and any remediation plans.
- Review the attached letter from Freed Maxick P.C. (Exhibit 16.1) to confirm their agreement with the Company's statements regarding the lack of disagreements.
- Monitor future filings for the transition of audit responsibilities from Freed Maxick P.C. to Withum Smith+Brown, PC.