Lifeloc Technologies, Inc 8-K

What Happened

• Lifeloc Technologies, Inc. announced that Assure CPA, LLC resigned as the company’s independent registered public accounting firm effective June 3, 2026, after selling substantially all of its assets to Sadler, Gibb & Associates, LLC; the professionals who served the company at Assure continued in their roles at Sadler Gibb. Assure’s audit reports for the fiscal years ended December 31, 2025 and 2024 were unqualified and contained no exceptions. The company’s audit committee was informed and the resignation was not the result of any action by the company.
• The company also reported results from its Annual Meeting of Shareholders held June 3, 2026 (record date April 30, 2026), including election of five directors, ratification of the auditor appointment, a say-on-pay advisory vote, and approval of amended and restated articles of incorporation.

Key Details

• Shares outstanding (record date): 2,752,616; quorum represented: 2,275,602 (82.7%).
• Directors elected (each): 2,246,607 votes FOR; 13,681 WITHHELD; broker non-votes: 15,314 (Wayne Willkomm, Vern Kornelsen, Donald Siecke, Michael Kornelsen, Adam Kashenberg).
• Auditor ratification vote: 2,274,325 FOR; 1,277 AGAINST.
• Say-on-pay advisory vote: 2,209,786 FOR; 3,004 AGAINST; 62,812 broker non-votes.
• Approval of Amended and Restated Articles: 2,210,827 FOR; 1,963 AGAINST; 62,812 broker non-votes.

Why It Matters

• Auditor change: While Assure resigned due to a sale of its business (not because of any dispute or accounting issue), continuity is supported by the same audit professionals continuing at Sadler Gibb and by unqualified audit reports for the two most recent years. Investors should note the auditor transition and expect future filings to reflect the new firm handling the audit engagement.
• Governance and shareholder votes: Re-election of the full board slate and approval of charter amendments provide continuity for management and corporate governance; the favorable say-on-pay vote indicates shareholder support for executive compensation as disclosed.