DEFA14A: Timberland Bancorp Updates Auditor to Aprio Post-Merger

Timberland Bancorp, Inc. has updated its independent registered public accounting firm to Aprio, LLP following the merger of its previous auditor, Delap LLP, with Aprio, effective January 1, 2026.

Summary

• Timberland Bancorp, Inc. (the Company) has updated its independent registered public accounting firm.
• Delap LLP, the Company's previous auditor, merged with Aprio, LLP, effective January 1, 2026, with the combined audit practices operating as Aprio, LLP.
• In connection with the merger, Delap LLP resigned, and the Audit Committee of the Company's Board of Directors approved the appointment of Aprio, LLP as the successor for the fiscal year ending September 30, 2026.
• Shareholders are requested to ratify the appointment of Aprio, LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2026, at the Annual Meeting on January 27, 2026.
• The audit reports from Delap LLP for the years ended September 30, 2025, and 2024, and internal control over financial reporting as of September 30, 2025, did not contain an adverse opinion, disclaimer of opinion, or any qualifications.
• There were no disagreements with Delap LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure during the years ended September 30, 2025 and 2024, and the subsequent interim period through January 1, 2026.
• Neither the Company nor anyone on its behalf consulted with Aprio, LLP regarding the application of accounting principles or the type of audit opinion prior to their appointment.
• The Board of Directors unanimously recommends that shareholders vote FOR the ratification of Aprio, LLP.

Sentiment

Score: 7

Explanation: The filing indicates a smooth and routine transition of the independent registered public accounting firm due to a merger, with no reported disagreements or issues with the outgoing auditor. This suggests good corporate governance and continuity in financial oversight.

Positives

• The transition of the independent registered public accounting firm is a result of a merger, not due to any dissatisfaction or disagreements with the previous auditor, Delap LLP.
• Delap LLP's audit reports for the fiscal years ended September 30, 2025, and 2024, and internal control over financial reporting as of September 30, 2025, were unqualified, indicating sound financial reporting practices.
• The Audit Committee has already approved the appointment of Aprio, LLP, ensuring a smooth and timely succession of audit services.

Future Outlook

A representative of Aprio, LLP is expected to be present at the Annual Meeting and will have an opportunity to make a statement if desired, and will be available to respond to appropriate questions.

Management Comments

• The Board of Directors unanimously recommends that shareholders vote FOR the ratification of the Audit Committee's selection of Aprio, LLP as our independent registered public accounting firm for the year ending September 30, 2026.

Industry Context

This is a routine corporate governance update following an accounting firm merger. Such changes are common in the audit industry due to consolidation, ensuring the company maintains an independent auditor as required by regulations. The smooth transition without reported disagreements aligns with standard industry practices for auditor changes.

Comparison to Industry Standards

• The transition of independent auditors due to mergers is a common occurrence in the accounting industry, reflecting ongoing consolidation among audit firms.
• The process followed by Timberland Bancorp, including the Audit Committee's approval and subsequent shareholder ratification, aligns with standard corporate governance practices and SEC requirements for auditor changes.
• The absence of disagreements or reportable events with the outgoing auditor, Delap LLP, is a positive indicator, suggesting a smooth transition without underlying financial reporting issues, similar to best practices observed in other publicly traded companies undergoing auditor changes.

Corporate Governance

Stakeholder Impact

• Shareholders: Required to ratify the new auditor; ensures continued independent oversight of financial statements.
• Creditors: Continued assurance of audited financial statements.

Next Steps

• Shareholders are to ratify the appointment of Aprio, LLP as the independent registered public accounting firm at the Annual Meeting on January 27, 2026.
• A representative of Aprio, LLP is expected to be present at the Annual Meeting to make a statement and respond to questions.

Key Dates

Recommendation

This filing is an administrative update regarding a change in the independent registered public accounting firm due to a merger of the previous auditor. It does not contain any new financial results, operational updates, or strategic shifts that would warrant a change in investment recommendation. The transition appears smooth with no reported disagreements, indicating sound corporate governance. Therefore, a 'hold' recommendation is appropriate as the fundamental investment thesis remains unchanged based on this specific filing.

Keywords

Timberland Bancorp, Aprio LLP, Delap LLP, auditor change, proxy statement, SEC filing, corporate governance, accounting firm, financial reporting