Kairos Pharma, LTD. - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Kairos Pharma, LTD. (KAPA) on April 23, 2025. The report discloses a change in the Company's independent registered public accounting firm. The Company is incorporated in Delaware and trades on the NYSE American.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the change in auditors and related disclosures.
Material Changes
- Change in Auditor: On April 23, 2025, the Audit Committee selected Weinberg and Company, P.A. ("Weinberg") as the new independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Dismissal of Prior Auditor: Marcum LLP ("Marcum") was dismissed effective April 23, 2025.
- Historical Audit Opinions: Marcum's reports for the years ended December 31, 2024, and 2023 contained no adverse opinions or disclaimers. However, the 2023 report included a modification regarding uncertainty about the Company's ability to continue as a going concern.
- Disagreements: The Company reported no disagreements with Marcum regarding accounting principles, practices, or auditing scope for the years ended December 31, 2024, and 2023.
- Reportable Events: No reportable events occurred except for material weaknesses in internal control over financial reporting for the fiscal years ended December 31, 2024, and 2023, as previously disclosed in the Company's Form 10-K.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on future operations, or new risk factors beyond the historical disclosure of material weaknesses in internal controls and the prior going concern uncertainty. The Company confirmed it did not consult with Weinberg regarding accounting principles or audit opinions prior to their retention.
Investor Verification Checklist
- Verify the status of the "Going Concern" uncertainty noted in the 2023 audit report and whether it has been resolved in subsequent periods.
- Review the Company's most recent Form 10-K to understand the specific nature of the material weaknesses in internal control over financial reporting.
- Examine Exhibit 16.1 (Letter from Marcum LLP) to confirm the former auditor's agreement with the Company's statements regarding the dismissal.
- Monitor upcoming filings to assess the impact of the auditor change on the review of the 2025 Quarterly and Annual Reports.