8-K: First Northern Community Bancorp Announces Smooth Transition of Independent Auditor Following Moss Adams Merger

Sentiment:

Changes in Certifying Accountant


First Northern Community Bancorp has appointed Baker Tilly US, LLP as its new independent registered public accounting firm, succeeding Moss Adams LLP, due to a merger, with no reported disagreements or adverse opinions.

Summary

  • First Northern Community Bancorp (the "Company") was notified on June 3, 2025, that its independent registered public accounting firm, Moss Adams LLP, merged with Baker Tilly US, LLP.
  • Effective June 3, 2025, the combined audit practices operate as Baker Tilly US, LLP.
  • In connection with the merger, Moss Adams LLP resigned as the Company's auditors.
  • The Audit Committee of the Company's Board of Directors approved the appointment of Baker Tilly US, LLP as the successor independent registered public accounting firm.
  • Audit reports issued by Moss Adams LLP for the years ended December 31, 2024, and 2023, did not contain any adverse opinions, disclaimers, qualifications, or modifications.
  • There were no disagreements with Moss Adams LLP on accounting principles, financial statement disclosure, or auditing scope/procedure during the years ended December 31, 2024 and 2023, and the subsequent interim period through June 3, 2025.
  • No reportable events requiring disclosure pursuant to Item 304(a)(1)(v) of Regulation S-K occurred during the specified periods.
  • Neither the Company nor anyone on its behalf consulted with Baker Tilly US, LLP regarding accounting principles or audit opinions prior to their appointment.

Sentiment

Score: 8

Explanation: The sentiment is positive as the change in auditor was due to a merger, not performance issues, and the transition was smooth with no disagreements or adverse findings reported. This indicates good corporate governance and continuity.

Positives

  • The transition of the independent accounting firm was seamless and resulted from a merger, not dissatisfaction with the previous firm.
  • Moss Adams LLP's audit reports for 2024 and 2023 were unqualified, indicating sound financial reporting during their tenure.
  • There were no disagreements on accounting principles or auditing procedures with Moss Adams LLP, suggesting a healthy relationship and adherence to standards.
  • No reportable events were identified, reinforcing the smooth and compliant nature of the auditor change.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding the company's financial performance or strategic direction.

Management Comments

  • The Company was notified that Moss Adams LLP merged with Baker Tilly US, LLP effective on June 3, 2025, and the combined audit practices operate as Baker Tilly US, LLP.
  • The Audit Committee of the Company's Board of Directors approved the appointment of Baker Tilly as the successor to Moss Adams.

Industry Context

Mergers among large accounting firms are a common occurrence in the professional services industry, driven by desires for increased scale, broader service offerings, and competitive advantage. Such mergers often lead to client transitions, which are typically managed to ensure continuity and compliance. This specific change reflects a consolidation trend within the auditing sector, impacting clients like First Northern Community Bancorp.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Appointment of Independent AuditorThe Audit Committee of the Company's Board of Directors approved the appointment of Baker Tilly US, LLP as the successor independent registered public accounting firm.2025-06-03Ensures continuity of independent audit services and compliance with regulatory requirements following the merger of the previous auditor.

Stakeholder Impact

  • Shareholders: The change ensures continued independent oversight of financial statements, maintaining confidence in financial reporting integrity.
  • Employees: No direct impact on employees is indicated by this administrative change.
  • Customers: No direct impact on customers is indicated by this administrative change.
  • Suppliers: No direct impact on suppliers is indicated by this administrative change.
  • Creditors: Continued independent audit provides assurance regarding the company's financial health and compliance.

Next Steps

  • Baker Tilly US, LLP will serve as the independent registered public accounting firm for First Northern Community Bancorp for future audits.

Key Dates

DateDescription
2023-12-31End of fiscal year for which Moss Adams LLP issued an unqualified audit report.
2024-12-31End of fiscal year for which Moss Adams LLP issued an unqualified audit report.
2025-06-03Date Moss Adams LLP merged with Baker Tilly US, LLP; effective date of the combined audit practices; date First Northern Community Bancorp was notified of the merger; and date Moss Adams LLP resigned and Baker Tilly US, LLP was appointed.
2025-06-06Date of the 8-K filing and date of Moss Adams LLP's letter to the SEC confirming agreement with the Company's statements.

Keywords

First Northern Community Bancorp, FNRN, SEC filing, 8-K, auditor change, independent accountant, Moss Adams LLP, Baker Tilly US LLP, financial reporting, corporate governance, audit committee, public accounting firm

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