EKSO BIONICS HOLDINGS, INC. 8-K/A

What Happened

• Ekso Bionics Holdings, Inc. filed an 8‑K on May 5, 2026 reporting the closing of a business combination and related transactions, including issuance of exchanged shares and certain private placements (referenced as the APLD Parent PIPE Investment and Private Placement Shares). The filing also discloses changes in control and resulting changes to the Board and executive officers (as described in the filing).
• The audit committee approved termination of WithumSmith+Brown, PC as Ekso’s independent registered public accounting firm and engaged CBIZ CPAs P.C. to audit the Company’s consolidated financial statements for the fiscal year ending May 31, 2026, effective immediately after the closing. Withum’s audit report for the year ended December 31, 2025 contained a going‑concern paragraph; Withum reported no disagreements or reportable events for the periods reviewed. Withum’s letter to the SEC is attached as Exhibit 16.1. The audited consolidated financial statements of Cloud for the year ended May 31, 2025 are filed as Exhibit 99.1.

Key Details

• Filing date: May 5, 2026 (Current Report on Form 8‑K).
• Auditor change: Withum replaced by CBIZ as independent registered public accounting firm effective immediately after closing; CBIZ previously served as auditor for Applied Parent and its subsidiary Cloud.
• Prior audit: Withum’s report for year ended Dec 31, 2025 included a substantial doubt about Ekso’s ability to continue as a going concern; no disagreements or reportable events were noted between Ekso and Withum for Jan 1, 2024–Dec 31, 2025 (and interim through May 5, 2026).
• Transactions and governance: The 8‑K incorporates disclosures about the Business Combination, exchanged shares, APLD Parent PIPE Investment, Private Placement Shares, and post‑combination board and executive officer changes (details incorporated by reference in the filing).

Why It Matters

• The business combination and the related equity issuances and control changes are material corporate events that can affect ownership, governance and future financial reporting for Ekso. Investors should review the specific transaction disclosures (incorporated by reference) to understand dilution, new investors, and changes in control.
• The auditor change to CBIZ is immediately effective and notable because investors rely on independent audits for financial confidence; CBIZ’s prior relationship with the merged parties may ease continuity, while Withum’s prior going‑concern paragraph highlights historical liquidity concerns that investors should monitor in upcoming financial reports.