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): ~~November~~April 2218, ~~2022~~2023 (~~November~~April 1714, ~~2022~~2023)

FUSE MEDICAL, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	000-10093	59-1224913
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1565 North Central Expressway Suite 220 Richardson, Texas		75080
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (469) 862-3030

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 (see General Instructions A.2. below):

☐	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

Common Stock

FZMD

OTCPink

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 42.0102 ~~Changes~~Results inof ~~Registrant’s~~Operations ~~Certifying~~and ~~Accountant~~Financial Condition.

~~(a) On~~The ~~November~~information ~~17,~~in ~~2022,~~Item ~~the~~2.02 ~~Board~~ of ~~Directors~~this report (~~the~~including ~~“Board”~~Exhibit 99.1) ofshall ~~Fuse~~not ~~Medical,~~be ~~Inc.~~deemed (“~~Fuse~~filed” orfor purposes of Section 18 of the ~~“Company”)~~Securities ~~and~~Exchange ~~Armanino~~Act ~~LLP~~of 1934, as amended (the “~~Armanino~~Exchange Act”), ~~agreed~~or otherwise subject to ~~mutually~~the ~~end~~liabilities ~~Armanino’s~~of ~~engagement~~that assection, nor shall it be deemed incorporated by reference in any filing under the ~~Company’s~~Securities ~~independent~~Act ~~registered~~of ~~public~~1933, ~~accounting~~as ~~firm~~amended, ~~effective~~or ~~November~~the 1Exchange Act, ~~2022~~except as expressly provided by specific reference in such a filing.

InOn ~~connection~~April ~~with~~18, ~~the~~2023, ~~audits~~Fuse ofMedical, Inc. (the “Company’s”) ~~consolidated~~issued ~~financial~~a ~~statements~~press ~~for~~release reporting the ~~fiscal~~financial ~~years~~results ~~ended~~of ~~December~~the ~~31,~~Company ~~2021,~~for ~~and 2020, and in~~ the ~~subsequent~~year ~~interim~~ended ~~periods~~December ~~through November 1~~31, 2022. ~~there~~The ~~were~~full notext ~~disagreements with Armanino on any matters~~ of ~~accounting~~the ~~principles~~press orrelease ~~practices,~~issued ~~financial~~in ~~statement~~connection ~~disclosure~~with orthe ~~auditing~~announcement ~~scope~~is ~~and~~furnished ~~procedures~~as ~~which,~~Exhibit if99.1 ~~not resolved~~ to ~~the~~this ~~satisfaction~~Current ofReport ~~Armanino,~~on ~~would~~Form ~~have~~8-K ~~caused~~and ~~Armanino~~incorporated toherein ~~make~~by reference ~~to the matter in their report~~.

There were no reportable events (as that term described in Item 304(a)(1)(v) of Regulation S-K) during the two fiscal years ended December 31, 2021 and 2020, or in the subsequent periods through November 1, 2022.

The reports of Armanino on the Company’s consolidated financial statements for the fiscal years ended December 31, 2021 and 2020, did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

The Company has provided a copy of the foregoing disclosures to Armanino and requested that Armanino furnish it with a letter addressed to the Securities and Exchange Commission stating whether Armanino agrees with the above statements (“Armanino Letter”). The Company has filed a copy of the Armanino Letter, dated November 21, 2022 as Exhibit 16.1 to this Form 8-K.

(b) On November 17, 2022, the Board approved the appointment of M&K PLLC (“M&K”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The Board recently conducted a competitive selection process to determine the Company’s independent registered public accounting firm the fiscal year ending December 31, 2022. The Board invited several public accounting firms to participate in this process, and the Board ultimately selected M&K. During the two most recent fiscal years and in the subsequent interim periods through November 1, 2022, the Company has not consulted with M&K with respect to the application of accounting principles to a specified transaction, either completed of proposed, or the type of audit opinion that would have been rendered on the Company’s consolidated financial statements, or any other matters set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
16.1*		Letter from Armanino LLP dated November 21, 2022.
99.1*		Press Release, dated April 18, 2023
104		Cover page Interactive Data File (embedded within the inline XBRL document)

*	Filed herewith.

SIGNATURES

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.

	Company Name
Date: November 22, 2022	By:	/s/ Lawrence S. Yellin
Date: April 18, 2023	By:	/s/ Lawrence S. Yellin
		Lawrence S. Yellin
		Chief Financial Officer and Director

Filing Compare · Fuse Medical, Inc.