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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): August 14, 2025
CARECLOUD,
INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-36529 |
|
22-3832302 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
7
Clyde Road, Somerset, New Jersey, 08873
(Address
of principal executive offices, zip code)
(732)
873-5133
(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 |
| Common
Stock, par value $0.001 per share |
|
CCLD |
|
Nasdaq
Global Market |
| 8.75%
Series B Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share |
|
CCLDO |
|
Nasdaq
Global Market |
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
| (a) | Resignation
of independent registered public accounting firm. |
On
August 14, 2025, CareCloud, Inc. (the “Company”) was notified by Rosenberg Rich Baker Berman, P.A. (“RRBB”) of
its resignation as the Company’s independent registered public accounting firm as they lacked the staffing capacities to perform
the attestation required by SOX Section 404(b) due to the Company’s public float exceeding $75 million as of June 30, 2025.
During
the Company’s most recent fiscal year ended December 31, 2024 and through August 14, 2025, the Company has not had any disagreement
with RRBB on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which
disagreement, if not resolved to RRBB’s satisfaction, would have caused RRBB to make reference to the subject matter of the disagreement
in their reports on the Company’s consolidated financial statements.
In
addition, during the Company’s most recent fiscal year ended December 31, 2024 and through August 14, 2025, there were no
“reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K. RRBB’s reports on the Company’s
consolidated financial statements as of and for the fiscal years ended December 31, 2024 did not contain any adverse opinion or a disclaimer
of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.
The
Company provided RRBB with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission
(“SEC”) and requested that RRBB furnish it with a letter addressed to the SEC stating whether or not it agrees with the above
statements in this Item 4.01(a). A copy of RRBB’s letter, dated August 15, 2025, is filed as Exhibit 16.1 to this Current
Report on Form 8-K.
| (b) | Appointment
of new independent registered public accounting firm. |
On
August 14, 2025, the Audit Committee approved the appointment of Tanner LLC (“Tanner”) as the Company’s new
independent registered public accounting firm commencing for its quarter ending September 30, 2025 and its fiscal year ending December
31, 2025.
During
the Company’s two most recent fiscal years ended December 31, 2024 and 2023 and through August 14, 2025, neither the Company, nor
anyone acting on its behalf, consulted Tanner on any matter relating to either (i) the application of accounting principles to a specified
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 that Tanner concluded was an important factor considered by
the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or (ii) any matter that was the subject
of a disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable
event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
| 16.1 |
Letter
of Rosenberg Rich Baker Berman, P.A. dated August 15, 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.
| |
|
CareCloud,
Inc. |
| |
|
|
| Date: |
August
15, 2025 |
By:
|
/s/
Norman Roth |
| |
|
|
Norman
Roth |
| |
|
|
Interim
Chief Financial Officer and Corporate Controller |
