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): ~~April~~May 2219, 2025

Milestone Scientific Inc.

(Exact name of registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation)		001-14053 (Commission File Number)		13-3545623 (IRS Employer Identification No.)


425 Eagle Rock Avenue Suite 403 Roseland, New Jersey (Address of principal executive offices)		07068 (Zip Code)

Registrant’s telephone number, including area code (973) 535-2717

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name on exchange on which registered
Common Stock	MLSS	NYSE American

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))

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 45.0102 ~~Changes~~— inDeparture ~~Registrant’s~~of ~~Certifying~~Directors ~~Accountant~~or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

~~Based~~On onMay ~~information~~14, ~~provided by Marcum LLP ("Marcum")~~2025, the ~~independent~~Board ~~registered~~of ~~public~~Directors ~~accounting firm~~ of Milestone Scientific Inc. (the "“Company"”), ~~CBIZ~~unanimously ~~CPAs~~by Pthe directors in attendance appointed Shanth Thiyagalingam as an independent director of the Company.C Mr. ~~("CBIZ~~Thiyagalingam ~~CPAs")~~is ~~acquired~~currently the ~~attest~~Chief ~~business~~Executive Officer of ~~Marcum~~PainTEQ, ~~effective~~a ~~November~~manufacturer 1,of ~~2024.~~proprietary ~~Marcum~~medical ~~continued~~equipment. Prior to ~~serve~~being asnamed ~~the Company'~~PainTEQ’s ~~independent~~Chief ~~registered~~Executive ~~public~~Officer, ~~accounting~~he ~~firm~~served ~~through~~as ~~April~~Chief ~~22,~~Operating ~~2025~~Officer and Chief Commercial Officer. OnPrior ~~April~~to ~~22,~~joining ~~2025~~PainTEQ, ~~Marcum~~he ~~resigned~~was asGeneral ~~the~~Manager ~~Company's~~APAC ~~independent~~Neuromodulation ~~registered~~of ~~public~~Abbott ~~accounting firm~~Laboratories, a multinational medical device and ~~CBIZ~~healthcare ~~CPAs~~company, ~~was~~from ~~engaged~~2018 to ~~serve~~2020, asand ~~the~~Regional ~~independent~~Director ~~registered~~of ~~public~~Nevro ~~accounting~~Corporation, ~~firm~~a medical device company and creator of ~~the~~HFX ~~Company~~(an innovative, evidence-based treatment for chronic pain of the ~~year~~trunk ~~ending~~and/or ~~December~~limbs). ~~31,~~Prior ~~2025~~thereto, ~~effective~~he ~~immediately.~~was ~~The~~Senior ~~engagement~~Marketing Manager of ~~CBIZ~~Stryker ~~CPAs~~South ~~was~~Pacific ~~approved~~(2012-2016), bya ~~the~~manufacturer ~~Audit~~of ~~Committee~~proprietary ofmedical ~~the~~devices, ~~Company's~~and ~~Board~~Global Cardiac Surgery Marketing Manager (2011-2012) and ANZ Atrial Fibrillation Product Manager (2009-2011) of ~~Directors~~St. ~~The~~Jude ~~services~~Medical, ~~previously~~a ~~provided~~medical device company acquired by ~~Marcum~~Abbott ~~will~~Laboratories, ~~now~~and bea ~~provided~~Virology bySpecialist ~~CBIZ~~Representative ~~CPAs~~(2006-2009) at Bristol Meyers Squibb and a Medical Representative a(2003-2006) at Boehringer Ingelheim.

~~Marcum's~~Mr. ~~reports~~Thiyagalingam onreceived ~~the~~a ~~Company's~~BS ~~consolidated~~in ~~financial~~Medical ~~statements~~Science ~~for~~from ~~the~~Sydney ~~fiscal~~University ~~years~~in ~~ended December 31~~2002, ~~2024~~a ~~and~~Masters ~~2023~~in ~~did~~Marketing ~~not~~Management ~~contain~~from anMacquarie ~~adverse~~Graduate ~~opinion~~School orof aManagement ~~disclaimer~~in of2010, ~~opinion~~ and ~~were~~an ~~not~~MBA ~~qualified~~from orMacquarie ~~modified~~Graduate asSchool toof ~~uncertainty,~~Management ~~audit~~in ~~scope or accounting principles~~2014.

~~During the Company's two most recent fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through April 22, 2025, there were no disagreements (as defined in~~ Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) between the Company and Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Marcum, would have caused Marcum to make reference to the subject matter of the disagreements in connection with its reports on the Company's consolidated financial statements for such years7. In addition, during the Company's two most recent fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through April 22, 2025, there were no "reportable events," as defined in Item 304(a)(1)(v) of 01 Regulation ~~S-K.~~FD Disclosure

~~During~~The ~~the~~Company ~~fiscal~~issued ~~years~~a ~~ended~~press ~~December~~release ~~31,~~on ~~2024~~May ~~and 2023 and through April 22~~19, 2025, ~~neither~~announcing the ~~Company~~appointment ~~nor anyone on its behalf consulted with CBIZ CPAs regarding (i) the application~~ of ~~accounting~~Shanth ~~principles~~Thiyagalingam toas ~~any~~an ~~specified~~independent ~~transaction,~~director ~~either completed or proposed or the type~~ of ~~audit opinion that might be rendered on~~ the Company's. The ~~consolidated~~press ~~financial~~release ~~statements,~~is ~~and~~attached ~~neither~~hereto ~~a written report nor oral advice was provided to the Company that CBIZ CPAs concluded was an important factor considered by the Company in reaching a decision~~ as toExhibit ~~any accounting, auditing, or financial reporting issue, or (ii) any matter that was either the subject of a "disagreement," as defined in Item 304(a)(~~99.1~~)(iv)~~ ofand ~~Regulation~~is ~~S-K,~~incorporated orherein aby ~~"reportable event," as defined in Item 304(a)(1)(v) of Regulation S-K~~reference.

The Company provided Marcum with a copy of the above disclosures and requested that Marcum furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made above. A copy of Marcum's letter dated April 22, 2025 is attached as Exhibit 16.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits. The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.

16.1 Letter from Marcum LLP, dated April 22, 2025, addressed to the Securities and Exchange Commission.

104 Cover Page Interactive Data file (embedded within 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.

	MILESTONE SCIENTIFIC INC.
Dated: April 22, 2025	By:	/s/ Neal Goldman
Dated: May 19, 2025	By:	/s/Neal Goldman
		Neal Goldman,
		Neal Goldman
		Interim Chief Executive Officer

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