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Plum Acquisition Corp. III (PLMJF) details Marcum LLP resignation and control weakness note

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Plum Acquisition Corp. III reports that Marcum LLP resigned as its independent registered public accounting firm on June 3, 2026. Marcum’s attest business was acquired by CBIZ CPAs P.C. effective November 1, 2024, and Marcum continued as auditor through the resignation date.

For the fiscal years ended December 31, 2025 and 2024, Marcum’s audit reports contained no adverse opinions, disclaimers, or qualifications regarding uncertainty, scope, or accounting principles. The company states there were no disagreements or reportable events with Marcum over accounting, disclosure, or audit procedures, except for a previously disclosed material weakness in internal control over financial reporting referenced in its 2025 Form 10-K and March 31, 2026 Form 10-Q. The company provided this disclosure to Marcum and filed Marcum’s related letter as Exhibit 16.1.

Positive

  • None.

Negative

  • Material weakness in internal controls over financial reporting is referenced as a prior reportable event, highlighting ongoing internal control issues previously disclosed in the 2025 Form 10-K and March 31, 2026 Form 10-Q.

Insights

Analyzing...

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.
Warrant exercise price $11.50 per share Redeemable warrants exercisable for one Class A ordinary share
Par value $0.0001 per share Class A ordinary shares included as part of the units
Marcum resignation date June 3, 2026 Date Marcum LLP resigned as independent registered public accounting firm
Attest business acquisition date November 1, 2024 Effective date CBIZ CPAs acquired Marcum’s attest business
Marcum letter date August 14, 2026 Date of Marcum LLP’s letter filed as Exhibit 16.1
independent registered public accounting firm financial
"MarcumLLP, the independent registered public accounting firm of Plum Acquisition Corp. III"
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.
material weakness financial
"except for the disclosure of the material weakness in the Company’s internal control"
A material weakness is a significant flaw in the systems and checks a company uses to ensure its financial reports are accurate, meaning errors or fraud could happen and not be caught. For investors it matters because it raises the risk that reported results are unreliable—similar to finding a hole in a ship’s hull—potentially leading to corrected financials, regulatory action, reduced trust, and negative effects on stock value and borrowing costs.
internal control over financial reporting financial
"material weakness in the Company’s internal control over financial reporting as disclosed"
Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.
reportable events regulatory
"no “reportable events” (as defined 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.
Emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934. 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.

FAQ

What auditor change did Plum Acquisition Corp. III (PLMJF) disclose?

Plum Acquisition Corp. III disclosed that Marcum LLP resigned as its independent registered public accounting firm on June 3, 2026, after Marcum’s attest business was acquired by CBIZ CPAs P.C. on November 1, 2024.

Were there disagreements with Marcum LLP reported by PLMJF?

The company states there were no disagreements with Marcum on accounting principles, financial statement disclosure, or audit procedures that would have required mention in Marcum’s reports, through June 3, 2026.

Did Marcum LLP issue adverse opinions on PLMJF’s 2024 or 2025 financials?

No. Marcum’s reports on Plum Acquisition Corp. III’s 2024 and 2025 consolidated financial statements contained no adverse opinion, disclaimer of opinion, or qualifications regarding uncertainty, scope, or accounting principles.

What internal control issue does PLMJF reference in this 8-K?

The company references a previously disclosed material weakness in internal control over financial reporting, described in its 2025 Form 10-K and March 31, 2026 Form 10-Q, as the only reportable event noted with the former auditor.

What exhibit is included with PLMJF’s auditor resignation disclosure?

The filing includes as Exhibit 16.1 a letter from Marcum LLP dated August 14, 2026, addressed to the SEC regarding the auditor change, which is incorporated by reference.

What securities of PLMJF are listed in the filing header?

The company lists Class A ordinary shares, redeemable warrants exercisable at $11.50 per share, and units consisting of one share and one-third of a redeemable warrant, all traded on the OTC Market.

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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 3, 2026

 

PLUM ACQUISITION CORP. III

(Exact name of registrant as specified in its charter)

 

British Columbia   001-40677   98-1581691
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

2600 - 1066 West Hastings Street

Vancouver, British Columbia V6E 3X1

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (929) 529-7125

 

 

(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 ordinary shares included as part of the Units, par value $0.0001 per share   PLMJF   OTC Market
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   PLMWF   OTC Market
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant to acquire one Class A ordinary share   PLMUF   OTC 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.

 

Based on information provided by Marcum LLP (“Marcum”), the independent registered public accounting firm of Plum Acquisition Corp. III (the “Company”), CBIZ CPAs P.C. (“CBIZ CPAs”) acquired the attest business of Marcum, effective November 1, 2024. Marcum continued to serve as the Company’s independent registered public accounting firm through June 3, 2026. On June 3, 2026, Marcum resigned as the Company’s independent registered public accounting firm.

 

During the years ended December 31, 2025 and 2024, and through June 3, 2026, the Company did not consult with Marcum or CBIZ CPAs regarding (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 consolidated financial statements, or (ii) any matter that was either the subject of a disagreement (as described in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K), except for the disclosure of the material weakness in the Company’s internal control over financial reporting as disclosed in Part II, Item 9A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and Part I, Item 4 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026.

 

The reports of Marcum regarding the Company’s consolidated financial statements for the fiscal years ended December 31, 2025 and 2024, did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles.

 

During the years ended December 31, 2025 and 2024, and through June 3, 2026, the date of Marcum’s resignation, there were (a) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of Marcum, would have caused Marcum to make reference to such disagreement in its reports and (b) no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K), except as disclosed above.

 

The Company provided Marcum with a copy of this Current Report on Form 8-K prior to its filing with the U.S. Securities and Exchange Commission (the “SEC”) and requested that Marcum furnish the Company with a letter addressed to the SEC, pursuant to Item 304(a)(3) of Regulation S-K, stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter, dated August 14, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Description
16.1   Letter from Marcum LLP, dated August 14, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

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 thereunto duly authorized.

 

  PLUM ACQUISITION CORP. III
     
Date: August 14, 2026 By: /s/ Kanishka Roy
  Name: Kanishka Roy
  Title: President and Chief Executive Officer

 

2

 

Filing Exhibits & Attachments

5 documents