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Form 8-K Genie Energy Ltd. For: Sep 23

September 29, 2022 7:56 AM EDT

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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): September 23, 2022

 

 

 

GENIE ENERGY LTD.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-35327   45-2069276

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

520 Broad Street

Newark, New Jersey

  07102
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (973) 438-3500

 

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 Instruction 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)-2 of the Exchange Act:

 

Title of each class   Trading Symbol  

Name of each exchange on which registered

Class B common stock, par value $.01 per share   GNE   New York Stock Exchange
Series 2012-A Preferred stock, par value $.01 per share   GNE.PRA   New York Stock Exchange

 

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 4.01 Changes in Registrant’s Certifying Accountant.  

 

(b) On September 23, 2022, the Audit Committee of the Board of Directors of Genie Energy Ltd. (the “Company”) approved the appointment of Zwick CPA, LLC (“Zwick”) to serve as the Company’s independent registered public accounting firm. The decision to engage Zwick was made after a competitive bidding process and evaluation. Zwick had served as the Company’s independent registered public accounting firm for Genie Retail Energy International, LLC, a subsidiary of the Company (“GREI International”), for the years ending December 31, 2021, and 2020.  Other than during the period that Zwick served as the GREI International’s independent registered public accounting firm and filed its report on that audit with (i) the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (“SEC”) on March 16, 2022, and (ii) the Registration Statement on Form S-1 of Oriel Energy, Inc., an indirect subsidiary of the Company, filed with the SEC on September 20, 2021, during the Company’s two most recent fiscal years and the subsequent interim period through September 23, 2022, the Company did not consult Zwick with respect to any of the matters or events listed in Regulation S-K Item 304(a)(2).  

 

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SIGNATURE

 

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.

 

  GENIE ENERGY LTD.
     
  By: /s/ Michael Stein
    Name:  Michael Stein
    Title: Chief Executive Officer

 

Dated: September 29, 2022

 

 

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ATTACHMENTS / EXHIBITS

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