FGBI.NASDAQFirst Guaranty Bancshares, INC

8-K: First Guaranty Bancshares Announces Smooth Transition of Independent Accounting Firm

Sentiment:

Auditor Change 18 June 2025 5:24 PM

📋All filings for First Guaranty Bancshares, INC

First Guaranty Bancshares, Inc. has announced a change in its independent registered public accounting firm, with Griffith, Delaney, Hillman & Lett, CPAs, PSC resigning and EisnerAmper, LLP being engaged, effective June 13, 2025, with no reported disagreements or reportable events.

Summary

First Guaranty Bancshares, Inc. (First Guaranty) announced that its Audit Committee was informed of the resignation of Griffith, Delaney, Hillman & Lett, CPAs, PSC (GDHL) as its independent registered public accounting firm on June 13, 2025.
The Audit Committee accepted GDHL's resignation on June 13, 2025.
GDHL's reports on First Guaranty's financial statements for the years ended December 31, 2024, and 2023, did not contain any adverse opinions, disclaimers, qualifications, or modifications.
There were no disagreements with GDHL on accounting principles, practices, financial statement disclosure, or auditing scope/procedure during the fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through June 13, 2025.
No reportable events, as defined by Regulation S-K, occurred during the fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through June 13, 2025.
On June 13, 2025, the Audit Committee engaged EisnerAmper, LLP as the new independent registered public accounting firm for the year ending December 31, 2025.
First Guaranty had not consulted with EisnerAmper, LLP regarding accounting principles or audit opinions prior to their engagement for the periods ended December 31, 2024 and 2023, and through March 31, 2025.
GDHL provided a letter to the SEC dated June 18, 2025, confirming their agreement with the statements made by First Guaranty in the Form 8-K filing.

Sentiment

Score: 7

Explanation: The sentiment is positive because the change in auditors was smooth, with no disagreements or reportable events, which mitigates potential concerns typically associated with such transitions.

Positives

The transition of the independent registered public accounting firm occurred smoothly with no reported disagreements on accounting principles or practices.
The former auditor, GDHL, confirmed that their reports for fiscal years 2024 and 2023 were unqualified and did not contain adverse opinions or disclaimers.
No 'reportable events' were identified during the periods GDHL served as auditor, indicating a clean audit history leading up to the change.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding financial performance or strategic direction, focusing solely on the change in the independent registered public accounting firm.

Management Comments

Eric J. Dosch, Chief Financial Officer, signed the report on behalf of First Guaranty Bancshares, Inc.

Industry Context

Changes in independent auditors are a routine occurrence in the financial industry, 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 in this transition suggests a standard change rather than one prompted by significant accounting or auditing issues, which is generally viewed positively by the market.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Independent Auditor Change	The Audit Committee of the Board of Directors accepted the resignation of Griffith, Delaney, Hillman & Lett, CPAs, PSC and engaged EisnerAmper, LLP as the new independent registered public accounting firm.	2025-06-13	This change is a standard corporate governance practice. The absence of disagreements or reportable events indicates a smooth transition, maintaining the integrity of financial oversight and reporting.

Stakeholder Impact

Shareholders: The smooth transition of auditors without any reported disagreements or issues provides assurance regarding the continuity and integrity of the company's financial reporting.
Regulators (SEC): The company is fulfilling its disclosure obligations under Item 4.01 of Form 8-K, demonstrating compliance with regulatory requirements.

Next Steps

EisnerAmper, LLP will serve as First Guaranty's independent registered public accounting firm for the year ending December 31, 2025.
GDHL has provided a letter to the SEC confirming agreement with First Guaranty's statements in the 8-K filing.

Key Dates

Date	Description
2023-12-31	Fiscal year end for which GDHL issued financial statements reports.
2024-12-31	Fiscal year end for which GDHL issued financial statements reports.
2025-03-31	End of the subsequent interim period through which First Guaranty had not consulted with EisnerAmper, LLP.
2025-06-13	Date GDHL informed the Audit Committee of its resignation, Audit Committee accepted GDHL's resignation, and EisnerAmper, LLP was engaged as the new independent registered public accounting firm, effective for the year ending December 31, 2025.
2025-06-18	Date of the Form 8-K report filing and the date of GDHL's letter to the SEC.

Recommendation

hold

Keywords

SEC filing, Form 8-K, auditor change, independent registered public accounting firm, First Guaranty Bancshares, FGBI, Griffith Delaney Hillman & Lett, EisnerAmper, financial reporting, corporate governance, audit committee

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