BOXL dismisses Forvis after going-concern notes; new auditor named

Rhea-AI Filing Summary

Boxlight Corporation notified that it dismissed its independent auditor, Forvis Mazars, LLP, effective September 17, 2025, a decision made by the Audit Committee. Forvis's audit reports for fiscal years ended December 31, 2023 and December 31, 2024 contained no adverse or qualified opinions but did include an expression of substantial doubt about the Company's ability to continue as a going concern. The Company reported no disagreements or reportable events with Forvis during the two most recent fiscal years and the interim period through the dismissal date. The Audit Committee engaged Cherry Bekaert LLP on September 17, 2025 to serve as the new independent registered public accounting firm for the year ending December 31, 2025. The Company disclosed that it had not consulted Cherry Bekaert on accounting matters during the two prior fiscal years and interim period.

Positive

• Audit Committee acted to appoint a new independent auditor (Cherry Bekaert LLP) effective September 17, 2025
• Forvis's prior audit reports contained no adverse or qualified opinions on the consolidated financial statements for 2023 and 2024
• Company disclosed no disagreements or reportable events with the former auditor during the two most recent fiscal years and interim period

Negative

• Forvis's audit reports for fiscal years 2023 and 2024 included an expression of substantial doubt about the Company’s ability to continue as a going concern
• Auditor change occurs while going-concern issues remain disclosed, which may raise investor concern about near‑term liquidity and operational viability

Insights

Audit Committee Analyst

Auditor change signals governance action amid going-concern disclosure.

The Audit Committee replaced Forvis Mazars with Cherry Bekaert LLP effective September 17, 2025. Forvis's prior audit reports included a going-concern statement for fiscal years 2023 and 2024, which is a material observation about the company's near-term liquidity and viability.

This auditor transition is material because it affects investor access to an independent opinion for 2025 financials and may prompt scrutiny of the company's remediation plans; the filing states there were no disagreements or reportable events with Forvis.

Financial Reporting Specialist

Going-concern note remains the key financial risk disclosed in the filing.

Forvis's expressed substantial doubt about the Company's ability to continue as a going concern for 2023 and 2024 is explicitly disclosed and is investor‑material. The engagement of Cherry Bekaert to audit the year ending December 31, 2025 means investors should expect a new audit opinion on whether management's plans address those concerns.

The filing states Cherry Bekaert provided no prior consultation to the Company in the covered periods, reducing immediate independence questions in the disclosure.

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.

Understanding 8-K Material Events →

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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): September 17, 2025

BOXLIGHT CORPORATION

(Exact name of registrant as specified in its charter)

Nevada

001-37564

36-4794936

(State or other jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

2750 Premiere Parkway, Ste. 900

Duluth, Georgia 30097

(Address Of Principal Executive Offices) (Zip Code)

678-367-0809

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former name or formed 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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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 $0.0001 per share

BOXL

The Nasdaq Stock Market 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 o

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. o

Item 4.01    Changes in Registrant's Certifying Accountant.

Dismissal of Independent Registered Public Accounting Firm

On September 17, 2025, Boxlight Corporation (the “Company”) notified Forvis Mazars, LLP (“Forvis”) of its dismissal, effective immediately, as the Company’s independent registered public accounting firm. The decision to change the independent registered public accounting firm was made by the Audit Committee (the “Committee”) of the Board of Directors of the Company.

Forvis’s audit reports on the Company’s consolidated financial statements for the fiscal years ended December 31, 2023 and December 31, 2024 did not contain an adverse opinion or disclaimer of opinion and were not qualified as to uncertainty, audit scope or accounting principles. Forvis’s audit reports for the fiscal years ended December 31, 2023 and December 31, 2024 do, however, contain an expression of substantial doubt regarding the Company’s ability to continue as a going concern.

During the Company’s two most recent fiscal years and the subsequent interim period through September 17, 2025, there were no: (i) disagreements, as defined in Item 304(a)(1)(iv) of Regulation S-K promulgated by the Securities and Exchange Commission (the “SEC”), between the Company and Forvis on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Forvis, would have caused Forvis to make reference to the subject matter of the disagreements in connection with its audit report on the Company’s financial statements; or (ii) reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company provided Forvis with a copy of the disclosures made by the Company in response to this Item 4.01 and requested that Forvis furnish the Company with a letter addressed to the SEC stating whether it agrees with the statements made by the Company in response to this Item 4.01 and, if not, stating the respects in which it does not agree. A copy of that letter from Forvis is attached hereto as Exhibit 16.1.

Engagement of New Independent Registered Public Accounting Firm

On September 17, 2025, the Audit Committee approved the engagement of Cherry Bekaert LLP (“Cherry Bekaert”), effective immediately, as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2025.

During the Company’s two most recent fiscal years and the subsequent interim period through September 5, 2025, neither the Company, nor anyone on its behalf, consulted Cherry Bekaert regarding (A) the application of accounting principles to a specific transaction, either completed or proposed, or 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 to the Company by Cherry Bekaert that Cherry Bekaert concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, or (B) any matter that was either (i) the subject of a disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K, or (ii) a reportable event, as defined in Item 304(a)(1)(v) of Regulation S-K.

Item 9.01    Financial Statements and Exhibits.

Exhibit No.						Description
16.1						Letter from Forvis Mazars, LLP to the SEC dated September 17, 2025
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

						BOXLIGHT CORPORATION
Dated:			September 19, 2025
						By: /s/ Brian Lane
						Name: Brian Lane
						Title: Interim Chief Financial Officer

FAQ

Why did Boxlight (BOXL) change auditors?

The Audit Committee approved the dismissal of Forvis Mazars, LLP and engaged Cherry Bekaert LLP effective September 17, 2025; the filing does not state a detailed reason beyond the Committee's decision.

Did Forvis issue any qualified opinions for Boxlight's financials?

No. Forvis's audit reports for the years ended December 31, 2023 and December 31, 2024 did not contain adverse opinions or qualifications, though they did express substantial doubt about going concern.

What going-concern disclosures did Boxlight disclose?

The filing states Forvis's audit reports for 2023 and 2024 included an expression of substantial doubt regarding the Company’s ability to continue as a going concern.

Will Cherry Bekaert audit Boxlight's 2025 financial statements?

Yes. The Audit Committee engaged Cherry Bekaert LLP to audit the Company's consolidated financial statements for the year ending December 31, 2025.

Were there any disagreements or reportable events with Forvis?

The Company disclosed no disagreementsno reportable events with Forvis during the two most recent fiscal years and the interim period through the dismissal date.