Item 4.01 Change in Registrant’s Certifying Accountant Amendment true 0001569994
0001569994 2023-01-17 2023-01-17

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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   Form 8-K/A
                                Amendment No. 1

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                     Date of Report (Date of Earliest Event
  Reported):                                                 January 17, 2023

                           Waterstone Financial, Inc.
             (Exact name of registrant as specified in its charter)



       Maryland                    001-36271                 90-1026709

    (State or other            (Commission File           (I.R.S. Employer
    jurisdiction of                 Number)             Identification No.)
    incorporation)



                 11200 W Plank Ct, Wauwatosa, Wisconsin  53226
                    (Address of principal executive offices)
                                  414-761-1000
              Registrant's telephone number, including area code:
                                 Not Applicable
          Former name or former address, if changed since last report

Securities registered pursuant to Section 12(b) of the Act:


     Title of each class             Trading Symbol         Name of each exchange on
                                                                which registered
Common Stock, $0.01 Par Value             WSBF              The NASDAQ Stock Market,
                                                                       LLC



Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:


  Written communications pursuant to Rule
? 425 under the Securities Act (17 CFR

230.425)

  Soliciting material pursuant to Rule
? 14a-12 under the Exchange Act (17 CFR

240.14a-12)

? Pre-commencement communications

pursuant to Rule 14d-2(b) under the

  Exchange Act (17 CFR 240.14d-2(b))
? Pre-commencement communications

pursuant to Rule 13e-4(c) under the

Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the
Securities and Exchange Act of 1934.

?   Emerging growth company

?   If an emerging growth company, indicate by check mark if the registrant has
    elected not to use the extended transition period for complying with any new
    or revised financial accounting standards provided  pursuant to Section
    13(a) of the Exchange Act.



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Item 4.01 Change in Registrant’s Certifying Accountant.

a. Dismissal of Registrant’s Registered Public Accounting Firm

As previously disclosed on January 17, 2023, CliftonLarsonAllen LLP (“CLA”),
Waterstone Financial, Inc.’s (“the Company”) independent registered public
accountant, informed the Company that CLA would decline to stand for
re-appointment after completion of the audit for the year ended December 31,
2022
, as a result of CLA’s determination to cease providing certain audit
services to SEC registrants upon completion of the 2022 audit cycle. On February
28, 2023
, CLA completed its audit of the Company’s consolidated financial
statements as of and for the year ended December 31, 2022. Accordingly, as of
February 28, 2023, CLA is no longer the Company’s independent registered public
accountant.

CLA’s audit reports on the Company’s consolidated financial statements as of and
for the years ended December 31, 2022 and 2021 did not contain an adverse
opinion or a disclaimer of opinion, and were not qualified or modified as to
uncertainty, audit scope or accounting principles.

During the fiscal years ended December 31, 2022 and 2021 and the subsequent
interim period through February 28, 2023, there were no: (1) disagreements with
CLA on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements, if not
resolved to their satisfaction, would have caused them to make reference in
connection with their opinion to the subject matter of the disagreement, or (2)
reportable events under Item 304(a)(1)(v) of Regulation S-K.

In accordance with Item 304(a)(3) of Regulation S-K, the Company provided CLA
with a copy of the disclosures it is making in this Current Report on Form 8-K/A
and requested from CLA a letter addressed to the Securities and Exchange
Commission
indicating whether it agrees with such disclosures. A copy of CLA’s
letter dated March 3, 2023 is attached as Exhibit 16.1 hereto.

b. Newly Engaged Independent Registered Public Accounting Firm

As previously disclosed on January 17, 2023, the Audit Committee of the Board of
Directors of Waterstone Financial, Inc. approved the appointment of FORVIS, LLP
(“FORVIS”) to serve as the Company’s independent registered public accounting
firm for the year ending December 31, 2023 after a competitive request for
proposal process. The appointment of FORVIS was effective upon completion of
the audit of the Company’s consolidated financial statements for the fiscal year
ending December 31, 2022 by CLA, which occurred on February 28, 2023. Prior to
retaining FORVIS, neither the Company nor anyone acting on its behalf consulted
with FORVIS with respect to: (i) the application of accounting principles to a
specified transaction, either contemplated or proposed, (ii) the type of audit
opinion that might be rendered on the Company’s financial statements, (iii) any
report or oral advice provided to the Company that FORVIS concluded was an
important factor considered by the Company in reaching a decision as to any
accounting, auditing or financial reporting issue, or (iv) any matter that was
either the subject of a “disagreement” or a “reportable event” (as those terms
are defined in Item 304(a)(1) (iv) and (v) of Regulation S-K, respectively).

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


Exhibit No. Description
  16          Letter regarding change in certifying accountant.

104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document)




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