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Section 1: 8-K (8-K)

hvbc-8k_20180221.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

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

Date of Report (Date of earliest event reported): February 21, 2018

 

HV BANCORP, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Pennsylvania

001-37981

46-4351868

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

3501 Masons Mill Road, Suite 401

Huntingdon Valley, PA

 

19006

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (267) 280-4000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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 (see General Instructions A.2. below):

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 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. 

 

 

 


 

Item 4.01Change in Registrant’s Certifying Accountant.

 

 

(a)    Dismissal of Independent Registered Public Accounting Firm.

 

On February 21, 2018, HV Bancorp, Inc. (the “Company”) dismissed BDO USA, LLP (“BDO”) as the Company's independent registered public accounting firm. The decision to change the Company's independent registered public accounting firm was the result of a request for proposal process in which the Audit Committee of the Company's Board of Directors conducted a comprehensive, competitive process to select the independent registered public accounting firm, and which action was ratified by the Board of Directors.

 

The audit reports of BDO on the consolidated financial statements of the Company as of and for each of the two most recent fiscal years ended June 30, 2017 and June 30, 2016 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 Company's two most recent fiscal years ended June 30, 2017 and June 30, 2016  and during the subsequent interim period from July 1, 2017 through February 21, 2018, (i) there were no disagreements with BDO on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to BDO's satisfaction, would have caused BDO to make reference to the subject matter of the disagreement in connection with its reports and (ii) there were no “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K.

 

The Company provided BDO with a copy of the disclosures in this Current Report on Form 8-K prior to filing with the Securities and Exchange Commission (the “SEC”). The Company has requested that BDO issue a letter stating whether or not it agrees with the statements made above. A copy of BDO’s letter dated February 21, 2018 to the SEC is filed as Exhibit 16.1 to this Current Report on Form 8-K.

 

(b)    Engagement of New Independent Registered Public Accounting Firm.

 

On February 21, 2018, the Audit Committee engaged S.R. Snodgrass, P.C. (“Snodgrass”) as the Company's independent registered public accounting firm for the year ending June 30, 2018.

 

During the two most recent fiscal years ended June 30, 2017 and June 30, 2016 and during the subsequent interim period from July 1, 2017 through February 21, 2018, neither the Company nor anyone on its behalf consulted Snodgrass regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and neither a written report nor oral advice was provided to the Company that Snodgrass concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was either the subject of a “disagreement” or a “reportable event, each as defined in Regulation S-K Item 304(a)(1)(v), respectively.

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibit Index

 

 

Exhibit No.Description

 

    16.1               Letter dated February 21, 2018 from BDO USA, LLP

 

 

 

 

 

 

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

HV Bancorp, Inc.

 

 

 

 

Date: February 26, 2018

 

By:

/s/  Joseph C. O’Neill, Jr.

 

 

 

                Joseph C. O’Neill, Jr.

 

 

 

Executive Vice President and Chief Financial Officer

(Principal Accounting and Financial Officer)

 

 

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Section 2: EX-16.1 (EX-16.1)

hvbc-ex161_6.htm

Exhibit 16.1

February 21, 2018

Securities and Exchange Commission

100 F. Street N.E.

Washington, D.C. 20549

 

We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on February 21, 2018, to be filed by our former client, the HV Bancorp, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm.

 

Very truly yours,

 

/s/ BDO USA, LLP

 

 

 

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