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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):
June 24, 2025
iPower
Inc.
(Exact name of registrant as specified in its charter)
Nevada |
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001-40391 |
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82-5144171 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
8798
9th Street
Rancho
Cucamonga, CA 91730
(Address Of Principal Executive Offices) (Zip Code)
(626)
863-7344
(Registrant’s Telephone Number, Including
Area Code)
___________________________
(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) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
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) |
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Name of each exchange on which registered |
Common Stock $0.001 per share |
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IPW |
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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 ☒
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. |
Dismissal
of Independent Registered Public Accounting Firm
On
June 24, 2025, iPower Inc., a Nevada corporation (the “Company”), dismissed UHY LLP as the Company’s independent
registered public accounting firm, upon the approval of the audit committee of the Company’s board of directors.
The
audit reports of UHY LLP on the consolidated financial statements of the Company for each of the fiscal years ended June 30, 2024 and
June 30, 2023 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit
scope or accounting principles.
During
the fiscal years ended June 30, 2024 and June 30, 2023, and the interim period from the end of the most recently completed year through
June 24, 2025, the date of UHY LLP’s dismissal, there were no (a) disagreements, within the meaning of Item 304(a)(1)(iv)
of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended (“Regulation S-K”), and the related instructions
thereto, with UHY LLP 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 UHY LLP, would have caused UHY LLP to make reference to the subject matter
of the disagreement in connection with its reports on the Company’s financial statements, or (b) reportable events requiring disclosure
pursuant to Item 304(a)(1)(v) of Regulation S-K, except for the material weaknesses related to our controls related to the
financial statements closing process, as they were deemed not adequately designed or appropriately implemented to identify material misstatements
in our financials, that are disclosed under the heading “Item 9A. Controls and Procedures” in the Company’s Annual
Report on Form 10-K for the year ended June 30, 2024, respectively, and the material weaknesses related to (i) a lack of effective
communication and reconciliation procedures in our controlled subsidiaries and (ii) our controls related to the financial statements
closing process were not adequately designed or appropriately implemented to identify material misstatements in our financial reporting
on a timely basis that are disclosed under the heading “Item 9A. Controls and Procedures” in the Company’s Annual Report
on Form 10-K for the year ended June 30, 2023.
The Company
has provided UHY LLP a copy of the disclosures in this Form 8-K and has requested that UHY LLP furnish the Company with a letter addressed
to the Securities and Exchange Commission stating whether or not it agrees with the Company’s statements herein. A copy of such
letter, which is dated June 30, 2025, is filed as Exhibit 16.1 to this Form 8-K.
Appointment of Independent
Registered Public Accounting Firm
On June
24, 2025, following the approval of the Company’s audit committee of the board of directors, the Company appointed HTL International,
LLC as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2025.
During
the fiscal years ended June 30, 2024 and June 30, 2023, and the interim period from the end of the most recently completed year through
June 24, 2025, neither the Company nor anyone on its behalf consulted HTL International, LLC regarding 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 HTL International, LLC concluded was
an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii)
any matter that was either the subject of a “disagreement” or a “reportable event,” each as defined in Regulation
S-K Item 304(a)(1)(iv) and 304(a)(1)(v), respectively.
Item 9.01. |
Financial Statement and Exhibits. |
(d) Exhibits.
Exhibit |
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Description |
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16.1 |
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Letter from UHY LLP to the Securities and Exchange Commission, dated June 30, 2025 |
104 |
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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.
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IPOWER, INC. |
Dated: June 30, 2025 |
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By: |
/s/ Chenlong Tan |
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Name: |
Chenlong Tan |
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Title: |
Chief Executive Officer |