Current Report · Items 4.01, 9.01 · 8-K
BioKey (Cayman), Inc.
Changes in Registrant's Certifying Accountant
Item 4.01 Changes in Registrant’s Certifying Accountant. On August 1, 2026, the audit committee of the board of directors of BioKey (Cayman), Inc. (the “Corporation”) approved the dismissal of Simon & Edward, LLP (“S&E”) and the engagement of Kreit & Chiu CPA LLP (“KC”) to serve as the independent registered public accounting firm of the Corporation for the fiscal year ending December 31, 2026.…
Disclosure sections
Item 4.01Item 4.01 - Changes in Certifying Accountant
Item 4.01 Changes in Registrant’s Certifying Accountant.
On August 1, 2026, the audit committee of the
board of directors of BioKey (Cayman), Inc. (the “Corporation”) approved the dismissal of Simon & Edward, LLP (“S&E”)
and the engagement of Kreit & Chiu CPA LLP (“KC”) to serve as the independent registered public accounting firm
of the Corporation for the fiscal year ending December 31, 2026.
S&E was the Corporation’s independent
registered public accounting firm from October 17, 2024, to August 1, 2026. S&E’s reports on the Corporation’s financial
statements for the fiscal years ended December 31, 2024 and 2025 did not contain an adverse opinion or disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope, or accounting principles, except for an explanatory paragraph regarding the
Corporation’s ability to continue as a going concern in S&E’s report for the fiscal years ended December 31, 2024 and
2025. During the Corporation’s two most recent fiscal years and through June 30, 2026, there were no disagreements with S&E
on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements,
if not resolved to S&E’s satisfaction, would have caused S&E to make reference to the subject matter of the disagreement
in connection with its report on the Corporation’s financial statements for such periods. Furthermore, during the Corporation’s
two most recent fiscal years and through June 30, 2026, there were no “reportable events” as that term is described in Item
304(a)(1)(v) of Regulation S-K, except for the previously disclosed identification of material weaknesses in the Corporation’s internal
control over financial reporting.
The Corporation has provided S&E with a copy
of the disclosures contained in this Item 4.01 and has requested that S&E furnish the Corporation with a letter addressed to the Securities
and Exchange Commission stating whether it agrees with the statements made by the Corporation in this Item 4.01 and, if not, stating the
respects in which it does not agree. Since the letter is not available at the time of this filing, the Corporation has requested that
S&E furnish the letter as promptly as possible so that it may be filed by amendment to this Form 8-K within ten business days after
the date of this filing; any such letter will be filed by amendment within two business days of receipt.
During the Corporation’s two most recent
fiscal years and through June 30, 2026, neither the Corporation nor anyone on its behalf consulted Kreit & Chiu CPA LLP with respect
to any matters or reportable events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.