Business Context and Reporting Period
Company: Syntec Optics Holdings, Inc. (OPTX)
Filing Type: Form 8-K (Current Report)
Date of Report: August 19, 2026
Reporting Period: The filing addresses events occurring on August 19, 2026, regarding the change of the 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 accounting firm changes.
Material Changes Versus Prior Period
The primary material change reported is the dismissal of the previous auditor and the appointment of a new one:
- Dismissed Auditor: CBIZ CPAs P.C. was dismissed effective August 19, 2026.
- Appointed Auditor: WithumSmith+Brown, PC was appointed as the new independent registered public accounting firm effective August 19, 2026.
- Scope of New Engagement: Withum will review the unaudited interim consolidated financial information for the quarter ending September 30, 2026, and audit the fiscal year ending December 31, 2026.
Management Commentary, Risks, and Contingencies
Reportable Events and Internal Control Weaknesses:
The filing discloses that the previous audit report for the fiscal year ended December 31, 2025, did not contain an adverse opinion or disclaimer. However, the company identified several material weaknesses in internal control over financial reporting that were communicated to the new auditor:
- Lack of documentation of formal internal control processes, including review of journal entries and segregation of duties.
- Lack of timely reconciliation controls for accounts payable, accrued legal expenses, and provision for income taxes.
- Lack of controls regarding the identification and disclosure of related-party transactions.
- Lack of controls for evaluating non-routine transactions, including financial instruments.
- Insufficient IT general controls infrastructure, including user access, program change-management, documentation, training, and risk assessment.
- Lack of controls around the review of SOC-1 reports and inadequate cyber security controls.
Disagreements: There were no disagreements between the Company and CBIZ CPAs on accounting principles, practices, or auditing scope during the fiscal year ended December 31, 2025, or subsequent interim periods.
Investor Verification Checklist
- Verify the letter from CBIZ CPAs P.C. (Exhibit 16.1) to confirm they agree with the Company's statements regarding the dismissal and reportable events.
- Monitor the upcoming interim financial statements for the quarter ending September 30, 2026, to assess the new auditor's initial findings.
- Review future filings for the Company's remediation plan addressing the disclosed material weaknesses in internal controls and IT infrastructure.
- Confirm the status of the Company's compliance with Nasdaq Capital Market listing standards given the internal control deficiencies.