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 15, 2010
MEDIFAST,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
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000-23016
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13-3714405
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(State
or other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
incorporation or organization)
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Ident.
No.)
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11445
Cronhill Drive, Owing Mills, Maryland
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21117
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code (410)-581-8042
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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
4.01 Changes In Registrant's Certifying
Accountant.
Since
Congress instituted the Sarbanes Oxley provisions for public companies, the
number of accounting firms who audit public companies has significantly
declined. Due to the consolidation and mergers of Accounting Firms who are
qualified to audit public companies, smaller regional accounting firms like
Bagell, Josephs, Levine and Company LLP now have merged into larger,
more diversified regional firms like Friedman, LLP.
Medifast, Inc. upon being notified of this merger in late
December, just prior to the annual inventory, continued with the surviving
accounting firm entity to complete its 2009 Audited Financial
Statements.
The
Medifast Audit Committee conducted a complete review of the audit, tax and
Sarbanes Oxley compliance needs of Medifast, Inc. which has experienced
significant growth in revenues, profits and taxes. The Chairman of
the Audit Committee, Mr. Charles Connolly, after significant deliberations and
review, has announced that as of April 15, 2010, Medifast Inc. (NYSE-MED) has
engaged the firm of McGladrey & Pullen, LLP/RSM McGladrey of Baltimore MD to
perform audit and tax services for Medifast, Inc. The Committee
determined that RSM McGladrey has extensive resources and experience with
public companies on a national and regional basis to better serve
Medifast. This represents the first time Medifast, Inc. (NYSE-MED)
has elected to change auditors since 2004.
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.
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MEDIFAST,
INC.
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Dated:
April 16, 2010
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/s/
Michael S. McDevitt
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Michael
S. McDevitt
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Chief
Executive Officer
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