Nano Dimension Ltd. — Form 8-K Summary
Business context and reporting period
The company reported an auditor change on September 28, 2026. The Form 8-K was signed and filed on October 2, 2026. Nano Dimension is incorporated in Israel and its American Depositary Shares trade on Nasdaq under NNDM.
Financial and operating information
This filing does not report revenue, profit, cash flow, margins, debt, liquidity, or other current financial performance metrics.
Material changes and audit matters
- The Audit Committee approved the dismissal of KPMG LLP on September 28, 2026. KPMG had been appointed effective August 19, 2025.
- The Audit Committee approved the engagement of Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited (“PwC Israel”), as successor auditor. PwC Israel will audit the year ending December 31, 2026 and review the quarter ending September 30, 2026.
- The company reported no disagreements with KPMG during fiscal 2025 or the subsequent interim period through September 28, 2026, and no reportable events other than the disclosed internal-control matter.
- KPMG’s report on the 2025 consolidated financial statements contained no adverse or disclaimer opinion and was not qualified or modified. Its report on internal control over financial reporting gave an adverse opinion due to a material weakness.
Management commentary, risks, and unusual items
The material weakness involved insufficient accounting resources with appropriate knowledge, training, and experience. This contributed to ineffective design and operation of process-level controls for acquisition accounting and related disclosures, including valuation of certain acquired intangible assets and discontinued operations. The Audit Committee discussed the weakness with KPMG. The company authorized KPMG to respond to PwC Israel’s inquiries about it.
The filing states that neither the company nor anyone acting on its behalf consulted PwC Israel during the two most recent fiscal years or the subsequent interim period about specified accounting applications, potential audit opinions, disagreements, or reportable events.
Key facts for investors to verify
- Review the company’s remediation of the material weakness and subsequent disclosures on internal controls.
- Read Exhibit 16.1, KPMG’s letter to the SEC dated October 2, 2026, and confirm whether it agrees with the company’s statements.
- Review PwC Israel’s findings in the 2026 quarterly review and annual audit when available.