8-K: SmartFinancial, Inc. Announces Smooth Transition of Independent Accounting Firm

Sentiment:

Change in Certifying Accountant 30 May 2025 5:00 PM

SmartFinancial, Inc. has dismissed Forvis Mazars, LLP and engaged Elliott Davis, PLLC as its new independent registered public accounting firm, effective May 29, 2025, with no reported disagreements or reportable events.

Summary

SmartFinancial, Inc. (the "Company") dismissed Forvis Mazars, LLP ("Forvis") as its independent registered public accounting firm on May 29, 2025.
The dismissal was directed by the Audit Committee of the Company's Board of Directors.
Forvis's audit reports for the fiscal years ended December 31, 2024, and 2023, contained no adverse opinions, disclaimers, qualifications, or modifications.
There were no disagreements or reportable events between the Company and Forvis during the two most recent fiscal years (2023, 2024) and the subsequent interim period through May 29, 2025.
On May 30, 2025, the Company selected Elliott Davis, PLLC ("Elliott Davis") to serve as its independent registered public accounting firm for the fiscal year ending December 31, 2025, subject to standard client acceptance procedures.
The selection of Elliott Davis was approved by the Audit Committee on May 29, 2025.
Neither the Company nor anyone on its behalf consulted with Elliott Davis regarding accounting principles or audit opinions during the two most recent fiscal years (2023, 2024) and the subsequent interim period through May 29, 2025.
Forvis Mazars, LLP confirmed its agreement with the Company's statements regarding its dismissal in a letter dated May 30, 2025, filed as Exhibit 16.1.

Sentiment

Score: 7

Explanation: The sentiment is positive as the change in auditor appears to be a routine corporate governance decision, with explicit statements that there were no disagreements or reportable events with the outgoing firm. This transparency and lack of issues mitigate potential concerns typically associated with auditor changes.

Positives

The dismissal of Forvis Mazars, LLP was not due to any disagreements on accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
There were no "reportable events" as defined by SEC regulations during the past two fiscal years and the subsequent interim period.
Forvis Mazars, LLP confirmed its agreement with the Company's statements regarding its dismissal, indicating a smooth transition.

Risks

The engagement of Elliott Davis, PLLC is subject to completion of their standard client acceptance procedures, which could theoretically lead to a delay or change if not completed successfully.

Future Outlook

The Company has selected Elliott Davis, PLLC to serve as its independent registered public accounting firm for the fiscal year ending December 31, 2025, subject to completion of their standard client acceptance procedures.

Management Comments

"The dismissal of Forvis was made at the direction of the Audit Committee of the Company's Board of Directors."
"The selection of Elliott Davis was approved by the Audit Committee of the Company's Board of Directors on May 29, 2025."

Industry Context

Changes in independent registered public accounting firms are a routine corporate governance matter for publicly traded companies, often occurring due to competitive bidding, firm rotation policies, or strategic alignment. This specific change appears to be a standard transition, as the filing explicitly states no disagreements or reportable events with the outgoing firm.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Auditor Appointment/Dismissal	Dismissal of Forvis Mazars, LLP and engagement of Elliott Davis, PLLC as independent registered public accounting firm, directed and approved by the Audit Committee of the Board of Directors.	May 29, 2025	Indicates active oversight by the Audit Committee in ensuring appropriate financial reporting and auditing functions. The absence of disagreements or reportable events suggests a clean transition and adherence to regulatory requirements.

Stakeholder Impact

Shareholders: The change in auditor, without any reported disagreements or issues, provides assurance regarding the integrity of financial reporting.
Regulators: The filing adheres to SEC requirements for disclosing auditor changes, maintaining transparency.

Next Steps

Completion of Elliott Davis, PLLC's standard client acceptance procedures.
Elliott Davis, PLLC to serve as the independent registered public accounting firm for the fiscal year ending December 31, 2025.

Key Dates

Date	Description
December 31, 2023	End of fiscal year for which Forvis Mazars, LLP provided audit reports.
December 31, 2024	End of fiscal year for which Forvis Mazars, LLP provided audit reports.
January 1, 2025	Start of the subsequent interim period referenced for auditor review.
May 29, 2025	Notice Date: SmartFinancial, Inc. notified Forvis Mazars, LLP of its dismissal as independent registered public accounting firm. Also, the date the Audit Committee approved the selection of Elliott Davis, PLLC.
May 30, 2025	SmartFinancial, Inc. notified Elliott Davis, PLLC of its selection as the new independent registered public accounting firm. Also, the date Forvis Mazars, LLP's letter to the SEC was dated, and the filing date of this Form 8-K.
December 31, 2025	End of fiscal year for which Elliott Davis, PLLC is selected to serve as the independent registered public accounting firm.

Recommendation

hold

Keywords

SmartFinancial, SMBK, Auditor Change, Independent Accountant, SEC Filing, Form 8-K, Corporate Governance, Audit Committee, Financial Reporting, Forvis Mazars, Elliott Davis

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