On June 20, 2021, the Board of Directors of ImageWare Systems, Inc., a Delaware corporation (the “Company”), notified Mayer Hoffman McCann P.C. (“MHM”), the Company’s independent registered public accounting firm, that it would be dismissing MHM effective immediately following the Company’s filing of its Quarterly Report on Form 10-Q for the quarter ending June 30, 2021. MHM will continue to serve as the Company’s independent registered public accounting firm until that time. The Board of Directors is currently interviewing alternative independent registered public accounting firms to succeed MHM.

The report of independent registered public accounting firm of MHM regarding the Company’s financial statements for the fiscal years endedDecember 31, 2020 and 2019 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit reports for the years ended December 31, 2020 and December 31, 2019 contained an explanatory paragraph disclosing the uncertainty regarding the Company’s ability to continue as agoing concern.

During the years endedDecember 31, 2020 and 2019, and during the interim period from the end of the most recently completed fiscal year through June 24, 2021, there were no disagreements with MHM on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of MHM would have caused it to make reference to such disagreement in its reports.

The Company provided MHM with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission and requested that MHM furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter, dated June 24, 2021, is filed asExhibit 16.1(which is incorporated by reference herein) to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

EXHIBIT INDEX

IMAGEWARE SYSTEMS INC Exhibit
EX-16.1 2 ex16-1.htm LETTER FROM MAYER HOFFMAN MCCANN P.C. ex16-1   Exhibit 16.1               June 24,…
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About IMAGEWARE SYSTEMS, INC. (OTCMKTS:IWSY)

ImageWare Systems Incorporated (ImageWare) provides biometrically enabled software-based identity management solutions. The Company’s product, IWS Biometric Engine, is a multi-biometric software platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. It allows a user to utilize one or more biometrics on an integrated platform. Its products are used to manage and issue secure credentials, including national identifications (IDs), passports, driver licenses and access control credentials. It also provides authentication security software using biometrics to secure physical and logical access to facilities or computer networks or Internet sites. ImageWare categorizes its identity management products and services into three markets, including Biometrics, Secure Credential, and Law Enforcement and Public Safety markets.