Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of the earliest event reported): August 30, 2018



(Formerly National Scientific Corporation)


(Exact name of registrant as specified in its charter)


Texas   000-28745   86-0837077

(State or other jurisdiction

of incorporation or organization)



File Number)


(I.R.S. Employer

Identification No.)


825 Main St, Suite 100

Buda, TX 78610


(Address of principal executive offices) (Zip Code)




Registrant’s telephone number, including area code


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))






Item 4.01 Change in Registrant’s Certifying Accountant


On August 27, 2018, the Board of Directors of Cipherloc Corporation dismissed its registered independent public accounting firm, dbbmckennon, and engaged Armanino LLP as its registered independent public accounting firm for the fiscal year ending September 30, 2018.


During the fiscal years ended September 30, 2016 and 2017 and the subsequent interim periods preceding the cessation of the relationship with dbbmckennon, there were no disagreements with dbbmckennon on matters of accounting principles or practices, financial statement disclosure or auditing scope or procedures or any reportable events, which disagreement, if not resolved to the satisfaction of the former accountants, would have caused it to make reference to the subject matter of the disagreement in connection with their report. The reports by dbbmckennon on the balance sheets for the last fiscal year, and the related statements of operations, stockholders’ deficit, and cash flows as of and for the years ended September 30, 2016 and 2017, contains a going concern notice, but do not otherwise contain a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles


The Company has not, during its most recent fiscal year and any subsequent interim periods prior to engaging Armanino LLP, consulted with Armanino LLP regarding (i) the application of accounting principles to a specific completed or contemplated transaction, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither written nor oral advice was provided by Armanino LLP which was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement with dbbmckennon Certified Public Accountants


The Company submitted a copy of this Form 8-K to dbbmckennon and Armanino LLP prior to filing with the Commission.


Item 9.01 Financial Statements and Exhibits


The following exhibits are furnished as part of this report:


(d) Exhibits


Number   Description
16.2   Letter of dbbmckennon regarding change in independent registered public accounting firm.






Pursuant to the requirements of Section 13 or 15(d) 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.


Registrant CipherLoc Corporation
Date: September 4, 2018 By: /s/ Michael De La Garza
    Michael De La Garza
    Chief Executive Officer (Principal Executive Officer)





September 4, 2018


Securities and Exchange Commission

100 F Street, N.W.

Washington, DC 20549-7561


We have read Item 4.01 of Cipherloc Corporation’s Form 8-K to be filed with the Commission, and we agree with the statements concerning our firm contained therein.


We have no basis to agree or disagree with any other matters reported therein.




Newport Beach, CA