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    Bimergen Energy Corporation filed SEC Form 8-K: Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

    7/2/26 4:30:31 PM ET
    $BESS
    Electric Utilities: Central
    Utilities
    Get the next $BESS alert in real time by email
    false 0001066764 0001066764 2026-06-30 2026-06-30 0001066764 BESS:ClassCommonStockParValue0.001PerShareMember 2026-06-30 2026-06-30 0001066764 BESS:CommonStockPurchaseWarrantsMember 2026-06-30 2026-06-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    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 30, 2026

     

    BIMERGEN ENERGY CORPORATION

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-43138   93-3419812
    (State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
    of incorporation)       Identification No.)

     

    895 Dove Street, Suite 300    
    Newport Beach, California   92660
    (Address of principal executive offices)   (Zip Code)

     

    (855) 946-0154

    (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
    Class A common stock, par value $0.001 per share   BESS   NYSE American LLC
    Common Stock Purchase Warrants   BESSWS   NYSE American 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.

     

    On June 30, 2026 the Audit Committee of the Board of Directors of Bimergen Energy Corporation, a corporation incorporated under the laws of the State of Delaware (the “Company”) terminated Ramirez Jimenez International CPAs (“RJI”) as the independent registered public accounting firm of the Company.

     

    During the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026, there were no disagreements with RJI on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of RJI, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report. During the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026, there were no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K.

     

    The Company provided RJI with a copy of the foregoing disclosure and requested RJI to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made therein. A copy of such letter furnished by RJI is filed as Exhibit 16.1 to this Form 8-K.

     

    On June 30, 2026, the Company’s Audit Committee approved the engagement of Weinberg & Company, P.A. (“Weinberg”) as the Company’s new independent registered public accounting firm.

     

    During the Company’s two most recent fiscal years and the subsequent interim period through June 30, 2026, neither the Company nor anyone on its behalf consulted with Weinberg regarding (i) the application of accounting principles to a specified transaction, either completed or proposed; 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 that Weinberg concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and its related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).

     

    Item 9.01. Financial Statements and Exhibits.

     

    (d) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:

     

    No.   Description of Exhibits
    16.1   Letter from Ramirez Jimenez International CPAs
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

    2

     

     

    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 hereunto duly authorized.

     

      BIMERGEN ENERGY CORPORATION
       
    Date: July 2, 2026 By: /s/ Robert J. Brilon
      Name: Robert J. Brilon
      Title: Co-Chief Executive Officer and Chief Financial Officer

     

    3

     

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