Item 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT:

The Board of Morgan Group Holding Co., (OTC: MGHL) ("Morgan" or "the Company") annually considers the selection of its independent registered public accounting firm. Given the events of 2020 and eventually the spin-off from its former parent, Associated Capital Group, Inc. on August 5, 2020, the Board of Morgan deemed it would be in the best interest of shareholders to solicit bids from other independent auditors. After an extensive evaluation process, the Board decided to appoint RSM US LLP for fiscal year-end reporting of 2020 January 8, 2021.

During the years ended December 31, 2019 and 2018, Morgan did not consult with RSM US LLP with respect to 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 consolidated financial statements, or any other matters or reportable events as defined in Item 304(a)(2)(i) and (ii) of Regulation S-K.

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