Business Context and Reporting Period
Company: OceanFirst Financial Corp.
Filing Type: Form 8-K (Current Report)
Date of Report: October 25, 2021
Principal Office: Red Bank, New Jersey
Reporting Period: This filing reports a specific corporate event occurring on October 25, 2021, regarding the change of the independent registered public accounting firm.
Key Financial Metrics
This Form 8-K filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document is strictly a disclosure of a change in the company's certifying accountant.
Material Changes
- Dismissal of Auditor: KPMG LLP was dismissed as the independent registered public accounting firm effective upon the issuance of the consolidated financial statements for the fiscal year ending December 31, 2021.
- Appointment of New Auditor: Deloitte & Touche LLP was appointed as the new independent registered public accounting firm for the fiscal year ending December 31, 2022, subject to standard client acceptance procedures.
- Audit Committee Approval: Both the dismissal of KPMG and the appointment of Deloitte were approved by the Audit Committee of the Board of Directors.
Management Commentary, Risks, and Contingencies
- No Disagreements: The company reported no disagreements with KPMG regarding accounting principles, financial statement disclosure, or auditing scope/procedures during the fiscal years ended December 31, 2020 and 2019, or the interim period through October 25, 2021.
- No Reportable Events: There were no reportable events under Item 304(a)(1)(v) of Regulation S-K during the relevant periods.
- Audit Opinion Status: KPMG's audit reports for 2020 and 2019 did not contain adverse opinions, disclaimers, or qualifications regarding uncertainty, audit scope, or accounting principles. The reports did include a separate paragraph noting the adoption of ASC Topic 326 (Credit Losses) effective January 1, 2020.
- Consultation with New Auditor: The company did not consult with Deloitte regarding any matters set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K prior to the engagement.
Investor Verification Checklist
- Verify the effective date of KPMG's dismissal relative to the issuance of the 2021 fiscal year-end financial statements.
- Confirm the completion of Deloitte's standard client acceptance procedures and the execution of the engagement letter.
- Review the attached letter from KPMG (Exhibit 16.1) for any additional context regarding the dismissal.
- Monitor future filings for the first audit report issued by Deloitte for the fiscal year ending December 31, 2022.