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    Rumble Inc. filed SEC Form 8-K: Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

    6/6/25 4:00:31 PM ET
    $RUM
    Computer Software: Programming Data Processing
    Technology
    Get the next $RUM alert in real time by email
    false 0001830081 0001830081 2025-06-06 2025-06-06 0001830081 RUM:ClassCommonStockParValue0.0001PerShareMember 2025-06-06 2025-06-06 0001830081 RUM:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50PerShareMember 2025-06-06 2025-06-06 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    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): June 3, 2025

     

    Rumble Inc.
    (Exact name of registrant as specified in its charter)

     

    Delaware   001-40079   80-0984597
    (State or other jurisdiction
    of incorporation)
      (Commission File Number)   (I.R.S. Employer
    Identification Number)

     

    444 Gulf of Mexico Dr

    Longboat Key, FL 34228

    (Address of principal executive offices, including zip code)

     

    Registrant’s telephone number, including area code: (941) 210-0196

     

     

    (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:

     

    ☐ 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
    Class A common stock, par value $0.0001 per share   RUM   The Nasdaq Global Market
    Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share   RUMBW   The Nasdaq Global Market

     

    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.

     

    On June 3, 2025, Rumble Inc. (the “Company”) was notified that Moss Adams LLP (“Moss Adams”), the Company’s independent registered public accounting firm, merged with Baker Tilly US, LLP (“Baker Tilly”) effective on the same date. The combined audit practices operate as Baker Tilly US, LLP. In connection with the notification of the merger, Moss Adams has resigned as the auditors of the Company, and the Audit Committee of the Company’s Board of Directors approved the appointment of Baker Tilly as the successor to Moss Adams as the Company’s independent registered public accounting firm.

     

    The audit reports of Moss Adams on the Company’s consolidated financial statements for the years ended December 31, 2024 and 2023, and for each of the two-years in the period ended December 31, 2024, did not contain an adverse opinion or a disclaimer of opinion, nor were such opinions qualified or modified as to uncertainty, audit scope or accounting principles.

     

    During the years ended December 31, 2024 and 2023, and the subsequent interim period through June 3, 2025, there were no (a) disagreements with Moss Adams on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Moss Adams’ satisfaction, would have caused it to make reference to the subject matter of the disagreement in connection with its reports on the Company’s financial statements, or (b) reportable events requiring disclosure pursuant to Item 304(a)(1)(v) of Regulation S-K.

     

    During the years ended December 31, 2024 and 2023, and the subsequent interim period through the date of this Current Report on Form 8-K, neither the Company, nor anyone on its behalf, consulted with Baker Tilly regarding: (i) either 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 Company’s financial statements; or (ii) any matter that was either the subject of a “disagreement,” as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to that item, or a “reportable event,” as described in Item 304(a)(1)(v) of Regulation S-K.

     

    The Company provided Moss Adams with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission (the “Commission”) and requested that Moss Adams furnish the Company with a letter addressed to the Commission stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of Moss Adams’ letter to the Commission, dated June 3, 2025, is filed as Exhibit 16.1 to this Form 8-K and is incorporated herein by reference.

     

    Item 9.01. Financial Statements and Exhibits.

     

    (d) Exhibits

     

    Exhibit No.   Description
    16.1   Letter of Moss Adams LLP to the Securities and Exchange Commission, dated June 3, 2025
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

    - 1 -

     

    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.

     

      Rumble Inc.
       
    Date: June 6, 2025 By: /s/ Brandon Alexandroff
      Name:  Brandon Alexandroff
      Title: Chief Financial Officer

     

    - 2 -

     

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