SCIENTIFIC INDUSTRIES INC SEC Filings

Scientific Industries, Inc. reported a change in its independent auditor following an acquisition within the accounting industry. Effective January 14, 2026, the company’s Audit Committee dismissed Berkowitz Pollack Brant Advisors + CPAs, LLP (BPB) and approved Carr, Riggs & Ingram, LLC (CRI) as the new independent registered public accounting firm, after CRI acquired certain assets related to BPB’s capital markets practice on January 1, 2026.

BPB had been engaged from August 22, 2025 through December 31, 2025 but issued no audit or review reports during that period. The company states there were no disagreements with BPB on accounting principles, financial statement disclosure, or auditing scope or procedures, and no reportable events under Regulation S‑K during the engagement. The company also states it did not consult with CRI on accounting or auditing matters before the appointment. BPB’s confirming letter to the SEC is filed as an exhibit.

Scientific Industries Inc. officer Zachary Rovinsky, the company’s Chief Financial Officer, reported his beneficial ownership of derivative securities tied to the company’s common stock. The filing shows a stock option covering 20,000 shares of common stock with an exercise price of $0.8 per share, first exercisable on 08/22/2026 and expiring on 08/22/2035. According to the vesting terms, one quarter of the shares vest one year after the vesting commencement date, and the remaining shares vest in thirty-six equal monthly installments starting from that first anniversary.

Scientific Industries, Inc. is asking shareholders to vote at its 2024 Annual Meeting, to be held virtually on January 22, 2026. Shareholders of record as of December 16, 2025, when 11,928,599 common shares were outstanding, may participate and vote.

Investors are being asked to elect two Class A directors, re-nominating Helena Santos and Juergen Schumacher to serve until the meeting covering the year ending December 31, 2027. They are also asked to approve an amendment to the 2022 Equity Incentive Plan to raise the total shares of common stock available for issuance to 3,750,000 shares.

The company notes that, as of December 16, 2025, only 62,919 shares remained available for new grants under the plan. It states that increasing the pool represents about 16.7% of outstanding shares, and that after the increase, shares subject to outstanding awards plus those available for future awards, totaling 4,298,752, would represent about 36% of shares outstanding. Shareholders are also being asked to ratify the appointment of Berkowitz Pollack Brant Advisors + CPAs as independent registered public accounting firm for the fiscal year ending December 31, 2025.

Scientific Industries Inc. director and chairman John Moore reported an insider purchase of 6,500 shares of the company’s common stock on 12/17/2025 at a price of $0.5315 per share. This open-market transaction, disclosed on a Form 4, increased his direct holdings to 663,371 shares of Scientific Industries common stock.

SCIENTIFIC INDUSTRIES INC chairman and director John Moore acquired 11,700 shares of common stock on 12/17/2025 at $0.5435 per share. After this purchase, he directly owns 656,871 shares of the company’s stock.

Scientific Industries Inc (SCND) reported that chairman and director John Moore acquired 20,000 shares of common stock on 12/05/2025 at $0.6048 per share. Following this purchase, he directly owns 645,171 shares, giving him a larger personal stake in the company.

Scientific Industries, Inc. has amended a prior current report to add pro forma financial information related to the sale of substantially all assets of its Genie Division of benchtop laboratory equipment to Troemner, LLC. Under the Asset Purchase Agreement dated August 7, 2025, the Genie line’s products, fixed assets, inventory, and intellectual property were transferred.

The purchase price is $9,600,000, subject to working capital adjustments, plus an earn-out of up to $1,500,000, including $1,140,000 tied to the company providing supply and transition services such as product supply, training, and know-how transfer for at least six months and up to twelve months. Scientific Industries will continue to operate its Torbal Division of benchtop laboratory equipment from Bohemia, New York, and has filed unaudited pro forma balance sheet and income statement information as Exhibit 99.1.

Scientific Industries, Inc. (SCND) reported a sharp turnaround in Q3 2025 driven by the sale of its Genie Division. Net revenues from continuing operations for the quarter rose to $1,404,000 from $1,334,400, mainly from higher Torbal VIVID pill counter sales, while Bioprocessing revenues declined. Despite this, continuing operations still generated a quarterly operating loss of $1,522,300.

The August 7, 2025 sale of the Genie Division to Troemner, LLC produced a gain of $5,263,400 on consideration of $9,600,000 (before adjustments), resulting in Q3 net income of $3,994,400 versus a net loss of $1,180,100 a year earlier. For the nine months, the company posted net income of $692,200 compared with a $4,515,400 loss in 2024, even as it recorded a $5,434,700 loss from continuing operations and used $4,390,700 of cash in operating activities. Cash and cash equivalents were $1,162,600 and investment securities $7,131,100 as of September 30, 2025, and shareholders’ equity increased to $12,461,700.

Scientific Industries, Inc. filed a Form 12b-25 (NT 10-Q) notifying of a late filing for its Quarterly Report on Form 10-Q for the period ended September 30, 2025. The company states it is unable to complete its financial statements "without unreasonable effort or expense."

This notice alerts investors that the quarterly report will be delayed while the company finalizes its financial statements. The filing identifies Helena R. Santos, President and Chief Executive Officer, as the contact signatory.