8-K: Whitestone REIT Appoints Withum Smith+Brown as New Auditor Following PKF Transaction

Whitestone REIT has appointed Withum Smith+Brown, PC as its new independent registered public accounting firm, effective July 21, 2025, following the resignation of Pannell Kerr Forster of Texas, P.C. due to an asset acquisition by Withum.

Summary

• Whitestone REIT's independent registered public accounting firm, Pannell Kerr Forster of Texas, P.C. (PKF), resigned on July 21, 2025.
• PKF's resignation was due to a transaction where certain professional staff and partners of PKF joined Withum Smith+Brown, PC (Withum) following Withum's acquisition of certain PKF assets.
• Withum Smith+Brown, PC was engaged as the new independent registered public accounting firm, with the approval of the Audit Committee of the Board of Directors.
• PKF's reports on Whitestone REIT's consolidated financial statements and internal control effectiveness for the years ended December 31, 2024, and 2023, did not contain an adverse opinion, disclaimer of opinion, or any qualifications or modifications.
• There were no disagreements, as defined in Item 304(a)(1)(iv) of Regulation S-K, between Whitestone REIT and PKF during the fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through July 21, 2025.
• There were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, during the specified periods.
• Whitestone REIT did not consult with Withum regarding accounting principles, audit opinions, disagreements, or reportable events prior to their engagement.

Sentiment

Score: 7

Explanation: The document reports a routine change in the company's independent auditor due to an acquisition involving the previous firm. The absence of disagreements or adverse opinions from the former auditor, and no prior contentious consultations with the new auditor, indicates a smooth and expected transition, which is a positive sign for corporate governance and financial transparency.

Positives

• The change in auditors was a result of a transaction involving the previous accounting firm (PKF's assets acquired by Withum), rather than due to any disagreements or issues with Whitestone REIT's financial reporting.
• PKF's audit reports for the fiscal years ended December 31, 2024, and 2023, were clean, containing no adverse opinions, disclaimers, or qualifications.
• No disagreements or reportable events occurred between Whitestone REIT and PKF during the specified periods, indicating a smooth transition.
• No prior consultations with the new auditor (Withum) on contentious accounting or auditing matters were reported.

Future Outlook

No forward-looking statements or guidance related to financial performance or operational outlook are provided in this document.

Management Comments

• Pannell Kerr Forster of Texas, P.C. stated: "We have read Whitestone REITs statements included under Item 4.01 of its Form 8-K dated July 21, 2025, and are in agreement with the statements contained therein concerning our firm in response to Item 304(a) of Regulation S-K."

Industry Context

This announcement is a routine disclosure for a change in independent auditors, often occurring due to mergers, acquisitions, or other structural changes within the accounting firm industry. It primarily relates to corporate governance and financial reporting compliance rather than broader trends in the REIT sector.

Comparison to Industry Standards

• The disclosure of an auditor change, particularly when it results from an accounting firm's internal transaction and not from disagreements with the client, aligns with standard corporate governance practices and SEC requirements.
• The explicit statement that there were no disagreements on accounting principles or practices, financial statement disclosure, or auditing scope or procedure, and no reportable events, indicates a clean transition, which is a positive sign compared to situations where auditor changes are prompted by disputes or concerns over financial reporting integrity.

Corporate Governance

Stakeholder Impact

• Shareholders: Provides transparency regarding the change in auditors, confirming no underlying issues with financial reporting or disagreements, which maintains confidence in the company's financial disclosures.
• Regulatory bodies: Fulfills SEC disclosure requirements for changes in certifying accountants, demonstrating compliance with regulatory obligations.

Next Steps

• Withum Smith+Brown, PC will now serve as Whitestone REIT's independent registered public accounting firm for future financial reporting and audit engagements.

Key Dates

Recommendation

Keywords

Whitestone REIT, WSR, SEC filing, Form 8-K, auditor change, independent registered public accounting firm, Pannell Kerr Forster of Texas, PKF, Withum Smith+Brown, Withum, corporate governance, financial reporting