Bimergen Energy (BESS) switches audit firm from RJI to Weinberg

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Bimergen Energy Corporation reported a change in its external auditor. On June 30, 2026, the Audit Committee terminated Ramirez Jimenez International CPAs (RJI) as the company’s independent registered public accounting firm and approved the appointment of Weinberg & Company, P.A. as the new auditor.

The company states that during its two most recent fiscal years and through June 30, 2026, it had no disagreements with RJI on accounting principles, financial disclosure, or audit scope, and no reportable events under Item 304(a)(1)(v) of Regulation S-K. RJI’s letter concurring or commenting on these disclosures is filed as Exhibit 16.1.

8-K Event Classification

2 items: 4.01, 9.01

2 items

Item 4.01 Changes in Registrant's Certifying Accountant Governance

The company changed its independent auditing firm, which may involve disagreements on accounting matters.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Auditor termination date: June 30, 2026 New auditor approval date: June 30, 2026 Look-back period: Two most recent fiscal years +1 more

4 metrics

Auditor termination date June 30, 2026 Date Audit Committee ended engagement of RJI

New auditor approval date June 30, 2026 Date Audit Committee approved Weinberg & Company, P.A.

Look-back period Two most recent fiscal years Period over which no disagreements or reportable events were stated

Exhibit 16.1 Auditor letter Letter from Ramirez Jimenez International CPAs to SEC

Key Terms

independent registered public accounting firm, Audit Committee, reportable events, Item 304(a)(1)(v) of Regulation S-K, +1 more

5 terms

independent registered public accounting firm financial

"terminated RJI as the independent registered public accounting firm of the Company"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Audit Committee financial

"the Audit Committee of the Board of Directors of Bimergen Energy Corporation"

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

reportable events regulatory

"there were no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K"

Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.

Item 304(a)(1)(v) of Regulation S-K regulatory

"no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K"

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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Understanding 8-K Material Events →

Available on EDGAR 07/02/2026 - 04:32 PM Accepted by SEC EDGAR 07/02/2026 - 04:30 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 30, 2026

BIMERGEN ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-43138	93-3419812
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

895 Dove Street, Suite 300
Newport Beach, California		92660
(Address of principal executive offices)		(Zip Code)

(855) 946-0154

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.001 per share	BESS	NYSE American LLC
Common Stock Purchase Warrants	BESSWS	NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 4.01 Changes in Registrant’s Certifying Accountant.

On June 30, 2026 the Audit Committee of the Board of Directors of Bimergen Energy Corporation, a corporation incorporated under the laws of the State of Delaware (the “Company”) terminated Ramirez Jimenez International CPAs (“RJI”) as the independent registered public accounting firm of the Company.

During the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026, there were no disagreements with RJI on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of RJI, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report. During the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026, there were no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K.

The Company provided RJI with a copy of the foregoing disclosure and requested RJI to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made therein. A copy of such letter furnished by RJI is filed as Exhibit 16.1 to this Form 8-K.

On June 30, 2026, the Company’s Audit Committee approved the engagement of Weinberg & Company, P.A. (“Weinberg”) as the Company’s new independent registered public accounting firm.

During the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026, neither the Company nor anyone on its behalf consulted with Weinberg regarding (i) the application of accounting principles to a specified transaction, either completed or proposed; the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report nor oral advice was provided that Weinberg concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and its related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:

No.		Description of Exhibits
16.1		Letter from Ramirez Jimenez International CPAs
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BIMERGEN ENERGY CORPORATION

Date: July 2, 2026	By:	/s/ Robert J. Brilon
	Name:	Robert J. Brilon
	Title:	Co-Chief Executive Officer and Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did Bimergen Energy Corporation (BESS) disclose about its external auditor?

Bimergen Energy Corporation disclosed a change in its external auditor. On June 30, 2026, the Audit Committee terminated Ramirez Jimenez International CPAs and approved Weinberg & Company, P.A. as the new independent registered public accounting firm for the company.

Were there any accounting disagreements between Bimergen Energy (BESS) and its former auditor?

The company states there were no disagreements with its former auditor. Over the two most recent fiscal years and through June 30, 2026, Bimergen reports no disputes with RJI on accounting principles, financial statement disclosure, or audit scope or procedures.

Did Bimergen Energy (BESS) report any Regulation S-K Item 304 reportable events?

Bimergen Energy reports no Item 304(a)(1)(v) reportable events. The company notes that during its two most recent fiscal years and the interim period to June 30, 2026, none of the events defined as reportable under Regulation S-K Item 304 occurred with its former auditor.

Who is Bimergen Energy’s (BESS) new independent registered public accounting firm?

The new independent registered public accounting firm is Weinberg & Company, P.A. The Audit Committee approved Weinberg’s engagement on June 30, 2026, after ending the company’s relationship with Ramirez Jimenez International CPAs as its prior auditor.

Did Bimergen Energy (BESS) or its representatives consult Weinberg before the engagement?

The company states it did not consult Weinberg on accounting matters before engagement. During the two most recent fiscal years and through June 30, 2026, Bimergen reports no consultations with Weinberg on specific transactions, audit opinions, or any disagreements or reportable events.

What exhibits accompany Bimergen Energy’s auditor change disclosure?

The filing includes a letter from the former auditor as an exhibit. Exhibit 16.1 is a letter from Ramirez Jimenez International CPAs regarding the company’s statements, and Exhibit 104 is the cover page interactive data file embedded in the Inline XBRL document.

Filing Exhibits & Attachments

5 documents