Business Context and Reporting Period
Company: Live Oak Bancshares, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: August 6, 2024
Reporting Period: This filing reports a specific corporate governance event occurring on August 6, 2024, rather than a financial reporting period.
Key Financial Metrics
This Form 8-K does not contain financial performance data. The filing text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
The primary material change disclosed is the replacement of the Company's independent registered public accounting firm:
- Outgoing Auditor: Forvis Mazars, LLP (dismissed on August 6, 2024).
- Incoming Auditor: KPMG LLP (appointed to audit consolidated financial statements for 2024).
- Process: The change was approved by the Audit Committee following a competitive proposal process.
Guidance, Outlook, and Risks
Management Commentary and Risks:
- No Disagreements: The Company confirmed there were no disagreements with Forvis Mazars, LLP regarding accounting principles, practices, financial statement disclosure, or auditing scope/procedures during 2022 and 2023.
- No Reportable Events: No "reportable events" as defined by SEC Regulation S-K occurred during the tenure of the outgoing auditor.
- Audit Opinions: The audit reports issued by Forvis Mazars, LLP for the years ended December 31, 2023, and 2022, were unqualified (no adverse opinion, disclaimer, or qualification).
- Consultations: The Company did not consult with KPMG LLP regarding accounting principles or potential audit opinions prior to the appointment.
Investor Verification Checklist
- Verify the execution of the engagement letter between Live Oak Bancshares, Inc. and KPMG LLP to confirm the 2024 audit appointment.
- Review Exhibit 16.1 (Letter from Forvis Mazars, LLP) to confirm the outgoing auditor's agreement with the Company's disclosures regarding the dismissal.
- Monitor future filings (e.g., 10-Q or 10-K) for the first financial statements audited by KPMG LLP to assess any potential shifts in accounting treatment or disclosure style.