Business Context and Reporting Period
This Form 8-K Current Report was filed by Boston Omaha Corporation on June 18, 2025. The filing primarily addresses a change in the Company's independent registered public accounting firm and announces the date for the 2025 Annual Meeting of Stockholders. The Company is incorporated in Delaware and trades on the New York Stock Exchange under the symbol BOC.
Key Financial Metrics
This filing is a current report regarding corporate governance and administrative changes. It does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics for the current period.
Material Changes
- Change in Certifying Accountants: The Audit Committee dismissed KPMG LLP, the Company's auditor for the fiscal years ended December 31, 2024, and 2023, effective June 19, 2025. The Committee appointed Deloitte & Touche LLP as the new independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Executive Departure: Joseph M. Meisinger resigned from his role as Chief Accounting Officer of the Company, effective June 18, 2025, to focus full-time on his position as Chief Executive Officer of Boston Omaha Broadband, LLC.
- Historical Reporting Context: KPMG's reports for 2023 and 2024 contained no adverse, qualified, or modified opinions. There were no disagreements between the Company and KPMG regarding accounting principles or auditing scope.
Outlook, Risks, and Contingencies
- Material Weakness Remediation: The filing notes a previously identified material weakness in internal controls over financial reporting related to the accounting for investments in the 24th Street Funds (ASC 323) for fiscal year 2022. The Company states this weakness was remediated as of December 31, 2023.
- Annual Meeting: The 2025 Annual Meeting of Stockholders is scheduled for August 25, 2025, at The Salvation Army Omaha Kroc Center in Omaha, Nebraska. The meeting will be held in person with no remote streaming.
- Consultations: The Company confirms no consultations were held with Deloitte regarding accounting principles or reportable events prior to their appointment.
Investor Verification Checklist
- Verify the transition timeline and engagement letter execution between KPMG and Deloitte.
- Confirm the appointment of a new Chief Accounting Officer to replace Joseph M. Meisinger.
- Review the Company's website for proxy materials regarding the August 25, 2025 Annual Meeting.
- Examine the 2023 Form 10-K (Item 9A) for detailed disclosure on the remediation of the 2022 material weakness.