8-K: Avnet Replaces KPMG with PwC as Independent Auditor

Avnet, Inc. announced the appointment of PricewaterhouseCoopers LLP as its new independent registered public accounting firm, replacing KPMG LLP.

Summary

• Avnet, Inc. has appointed PricewaterhouseCoopers LLP (PwC) as its new independent registered public accounting firm, effective September 30, 2025.
• This decision, approved by the Audit Committee of the Board of Directors, resulted in the dismissal of KPMG LLP.
• KPMG LLP's audit reports for the fiscal years ended June 28, 2025, and June 29, 2024, did not contain any adverse opinions, disclaimers, or qualifications.
• There were no disagreements or reportable events between Avnet and KPMG LLP during the past two fiscal years and the subsequent interim period through September 30, 2025.
• Avnet did not consult with PricewaterhouseCoopers LLP regarding accounting principles or audit opinions prior to their appointment.

Sentiment

Score: 5

Explanation: The filing reports a routine change in the company's independent auditor without any disclosed disagreements or reportable events, indicating a neutral impact on the company's financial standing or operational health. This is a standard corporate governance update.

Positives

• The change in auditor occurred without any reported disagreements on accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
• KPMG LLP's previous audit reports for fiscal years 2024 and 2025 were unqualified, indicating sound financial reporting during their tenure.

Negatives

• No negative aspects were disclosed in the filing regarding the change in certifying accountant.

Risks

• Potential for a temporary disruption in audit continuity during the transition period between KPMG LLP and PricewaterhouseCoopers LLP.
• Risk of increased audit fees during the initial engagement period with a new firm due to onboarding and familiarization processes.

Future Outlook

No forward-looking statements or guidance were provided in this filing.

Management Comments

• The Audit Committee of the Board of Directors of Avnet, Inc., following careful deliberation, approved PricewaterhouseCoopers LLP as the Company's new independent registered public accounting firm.
• KPMG LLP's audit reports on the Company's consolidated financial statements for the fiscal years ended June 28, 2025, and June 29, 2024, did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified.
• During the fiscal years ended June 28, 2025, and June 29, 2024, and the subsequent interim period through September 30, 2025, there were no disagreements or reportable events between the Company and KPMG LLP.

Industry Context

Changes in independent auditors are a common occurrence in corporate governance, often driven by factors such as audit firm rotation policies, fee considerations, or a desire for fresh perspectives. The absence of reported disagreements or reportable events suggests a routine change rather than one prompted by significant issues, which aligns with best practices for maintaining auditor independence and fresh oversight.

Comparison to Industry Standards

• The change of auditor without any reported disagreements or reportable events is consistent with sound corporate governance practices, where companies periodically review and potentially rotate their audit firms.
• Many public companies, such as General Electric (GE) or Procter & Gamble (PG), have rotated auditors over time to enhance independence and bring new perspectives, often without underlying financial issues.
• The explicit statement that no consultations occurred with the incoming auditor (PwC) on specific accounting principles or audit opinions prior to their appointment is a standard disclosure required by SEC regulations (Item 304(a)(1)(ii) of Regulation S-K) to ensure the independence of the new auditor.

Corporate Governance

Stakeholder Impact

• Shareholders: Provides transparency regarding the change in auditor, with the assurance that the transition occurred without reported disagreements, maintaining confidence in financial reporting integrity.
• Creditors: Maintains confidence in the reliability of financial statements due to the appointment of a new reputable auditor and the absence of prior audit issues.

Next Steps

• PricewaterhouseCoopers LLP will complete its standard client acceptance procedures.
• PricewaterhouseCoopers LLP will commence its role as Avnet's independent registered public accounting firm.

Key Dates

Keywords

Avnet, PricewaterhouseCoopers, KPMG, Auditor Change, SEC Filing, 8-K, Independent Accountant, Corporate Governance, Financial Reporting