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): ~~October 28~~ April 2, ~~2022~~2025

Escalon Medical Corp.

(Exact Name of Registrant as Specified in Charter)

Pennsylvania		000-20127		33-0272839
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

435 Devon Park Drive, Suite 824 Wayne, PA		19087
435 Devon Park Drive,Suite 824 Wayne,PA		19087
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (610) 688-6830

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None.

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))

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). ☐

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.

~~Based~~On onNovember ~~information~~1, ~~provided~~2024, CBIZ CPAs P.C. acquired the byattest ~~Friedman~~business of Marcum LLP (“~~Friedman~~Marcum”),. ~~the~~On ~~independent~~April ~~registered~~2, ~~public~~2025, ~~accounting~~Marcum ~~firm~~informed of Escalon Medical Corp. (the “~~Registrant~~Company”), ~~effective~~that ~~September 1, 2022, Friedman combined with~~ Marcum ~~LLP~~resigned ~~(“Marcum”) but continued to operate~~ as anthe Company’s independent registered public accounting firm. OnAlso ~~October~~on 28April 2, ~~2022~~2025, the ~~Registrant’s~~Company, ~~Board~~with ~~of Directors (i) dismissed Friedman and (ii) engaged Marcum~~the toapproval ~~serve~~of as the ~~independent~~Audit ~~registered~~Committee ~~public~~of ~~accounting~~the ~~firm~~Company’s Board of ~~the~~Directors, ~~Registrant~~engaged ~~and~~CBIZ toCPAs ~~provide~~P.C. toas the ~~Registrant~~Company’s ~~the~~independent ~~services previously~~registered ~~provided~~public toaccounting ~~the Registrant by Friedman~~firm.

Neither of ~~Friedman~~Marcum’s reports on the financial statements of the Registrant for either of the past two fiscal years ended, June 30, ~~2021~~2024 and June 30, ~~2022~~2023, respectively, contained an adverse opinion or a disclaimer of opinion, or was qualified or modified as to audit scope , or accounting principles~~. However~~, ~~Friedman indicated~~except ~~in its reports on the financial statements of the Registrant~~ for ~~the~~including ~~fiscal~~an ~~years~~explanatory ~~ended~~paragraph ~~June~~as ~~30,~~to 2021 and June 30, 2022 that the Registrant’s significant accumulated deficit and recurring losses from operations and negative cash flows from operating activities in such fiscal years and prior years raised substantial doubt about the ~~Registrant’s~~ ability to continue as a going concern.

During the Registrant’s two most recent fiscal years ended June 30, ~~2021~~2024 and June 30, ~~2022~~2023, respectively, and the subsequent interim period through ~~October~~April 282, ~~2022~~2025, there were ~~(i)~~ no disagreements with ~~Friedman~~Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which ~~disagreements~~disagreement(s), if not resolved to the satisfaction of ~~Friedman~~Marcum, would have caused it to make reference to the subject matter of the ~~disagreements~~disagreement(s) in connection with its report~~, and (ii) no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K)~~.

~~The~~During the Registrant’s ~~has~~two ~~provided~~most recent fiscal ~~Friedman~~years ended ~~with~~June a30, ~~copy~~2024 ofand ~~the~~June ~~above~~30 ~~disclosures~~2023, ~~prior~~respectively, toand the ~~filing~~subsequent ofinterim ~~this~~period ~~Current~~through ~~Report~~December on31, ~~Form~~2024, ~~8-K~~the byCompany had the ~~Registrant~~following ~~with~~“reportable ~~the~~events” ~~Securities and~~(as ~~Exchange~~such ~~Commission~~term ~~(the~~is ~~“Commission”~~defined in Item 304 of Regulation S-K): ~~and~~As ~~requested~~disclosed ~~Friedman~~in toPart ~~furnish~~II, ~~the~~Item 9A ~~Registrant~~of ~~with~~the aCompany’s ~~letter~~Form ~~addressed~~10-Ks tofor the ~~Commission~~ ~~stating~~fiscal ~~whether~~years ~~Friedman~~ended ~~agrees~~June ~~with~~30, ~~the~~2024 ~~statements~~and ~~made~~2023, bythere ~~the~~were ~~Registrant~~material weaknesses identified in internal control related to the ~~foregoing~~proper ~~disclosures.~~design Aand ~~copy~~implementation of ~~such~~controls ~~letter is~~over ~~filed~~our asestimates ~~Exhibit~~relating ~~16.1~~ to ~~this~~the ~~Current~~valuation ~~Report~~of oninventory, ~~Form~~specifically over ~~8-K~~the precision of management’s review.

~~During~~The ~~the~~ Registrant~~’s two~~ ~~most~~has ~~recent fiscal~~provided ~~years ended,~~Marcum ~~respectively,~~with ~~June~~a ~~30, 2021 and June 30, 2022, and the subsequent interim period through~~copy ~~October~~of ~~28, 2022, neither~~ the ~~Registrant~~above ~~nor~~disclosures ~~anyone~~prior onto ~~its~~this ~~behalf~~filing ~~has consulted~~ with ~~Marcum~~the ~~with~~Securities ~~respect~~and toExchange ~~either~~Commission (i) the ~~application of~~“Commission”). ~~accounting~~A ~~principles~~letter to the ~~a specified transaction~~Commission, ~~either~~dated ~~completed~~April or4, ~~proposed~~2025, orfrom ~~the~~Marcum ~~type~~regarding ofits ~~audit~~concurrence ~~opinion~~with ~~that might be rendered on~~ the ~~Registrant’s consolidated financial~~ statements, ~~and~~made ~~neither a written report nor oral advice was provided to the Registrant that Marcum concluded was an important factor considered~~ by the Registrant in ~~reaching~~this ~~a decision as to any accounting, auditing or financial~~current ~~reporting~~report ~~issue;~~concerning ~~or (ii) any matter that was either~~ the ~~subject~~dismissal of aMarcum ~~disagreement (~~as ~~defined in Item 304(a)(1)(iv) of Regulation S-K and~~ the ~~related~~Registrant’s ~~instructions~~independent toregistered ~~Item~~public ~~304~~accounting offirm ~~Regulation S-K) or~~is aattached ~~reportable event (~~as ~~defined~~Exhibit 16 ~~in Item 304(a)(1)(v) of Regulation S-K)~~hereto.

During the Registrant’s two most recent fiscal years ended June 30, 2024 and June 30, 2023, respectively, and the subsequent interim period through April 2, 2025, neither the Registrant nor anyone on its behalf has consulted with CBIZ CPAs P.C. with respect to either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant’s consolidated financial statements, and neither a written report nor oral advice was provided to the Registrant that CBIZ CPAs P.C. concluded was an important factor considered by the Registrant in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304 of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304 of Regulation S-K).

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

(d) Exhibits

16		Letter from Marcum LLP dated April 4, 2025

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit No.		Description
16.1		Letter from Friedman LLP, dated November 2, 2022.
104		Cover Page Interactive Data File (embedded with the Inline XBRL document).

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 hereunto duly authorized.

	ESCALON MEDICAL CORP.
	By:	/s/ Richard J. DePiano, Jr.
	Name:	Richard J. DePiano, Jr.
Date: November 2, 2022	Title:	Chairman and Chief Executive Officer
	Title:	Chairman and Chief Executive Officer
	Date: April 4, 2025

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