0001102624-16-002935.txt : 20160603 0001102624-16-002935.hdr.sgml : 20160603 20160603161529 ACCESSION NUMBER: 0001102624-16-002935 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160603 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160603 DATE AS OF CHANGE: 20160603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNITY FINANCIAL CORP /MD/ CENTRAL INDEX KEY: 0000855874 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 521652138 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36094 FILM NUMBER: 161695861 BUSINESS ADDRESS: STREET 1: 3035 LEONARDTOWN RD STREET 2: P O BOX 38 CITY: WALDORF STATE: MD ZIP: 20601 BUSINESS PHONE: 3016455601 MAIL ADDRESS: STREET 1: 3035 LEONARDTOWN ROAD CITY: WALDORF STATE: MD ZIP: 20601 FORMER COMPANY: FORMER CONFORMED NAME: TRI COUNTY FINANCIAL CORP /MD/ DATE OF NAME CHANGE: 19920703 8-K 1 thecommunityfinancialcorp8k.htm THE COMMUNITY FINANCIAL CORPORATION 8-K

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): June 3, 2016

THE COMMUNITY FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
 
Maryland
 0-18279
52-1652138
(State or other Jurisdiction of incorporation or organization)
(Commission File Number)
 (IRS Employer   Identification No.)
 
3035 Leonardtown Road, Waldorf, Maryland 20601
(Address of principal executive offices)

 (301) 645-5601
(Registrant's telephone number, including area code)

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:

[ ]  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))


Item 4.01. Changes in Registrant's Certifying Accountant

The Community Financial Corporation's (the "Company") independent registered public accounting firm, Stegman & Company ("Stegman"), announced that effective June 1, 2016 substantially all directors and employees of Stegman have joined Dixon Hughes Goodman LLP ("DHG"). As a result, effective June 1, 2016 Stegman resigned as the Company's independent registered public accounting firm.  The Audit Committee of the Company's Board of Directors has engaged DHG to serve as the Company's independent registered public accounting firm effective June 1, 2016.

The reports of Stegman & Company on the audits of the consolidated financial statements of the Company as of and for the years ended December 31, 2015 and 2014, and audit of internal control over financial reporting as of December 31, 2015, did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles.

During the Company's fiscal years ended December 31, 2015 and 2014 and the subsequent interim period through the date of this Current Report on Form 8-K, there were (i) no disagreements (as such term is used in Item 304(a)(1)(iv) of Regulation S-K) between the Company and Stegman on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreement(s), if not resolved to the satisfaction of Stegman, would have caused Stegman to make reference to the subject matter of the disagreement(s) in connection with its report on the Company's financial statements and (ii) no reportable events within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.

During the Company's fiscal years ended December 31, 2015 and 2014 and the subsequent interim period through the date of this report, the Company did not consult with DHG regarding any of the matters set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.

The Company provided Stegman a copy of the disclosures in this Form 8-K and requested that Stegman furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not Stegman agrees with the Company's statements in this Item 4.01. A copy of the letter dated June 3, 2016 furnished by Stegman in response to that request is filed as Exhibit 16.1 to this Current Report on Form 8-K.


Item 9.01 Financial Statement and Exhibits

Exhibits

Number                  Description
16.1 Letter, dated June 3, 2016 of Stegman & Company pursuant to Item 304(a) of Regulation SK



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 hereunto duly authorized.



Dated: June 3, 2016 
By: /s/ Todd L. Capitani                         
Todd L. Capitani
Executive Vice President and
Chief Financial Officer
 
 
 EX-16.1 2 exh16_1.htm EXHIBIT 16.1
 
Exhibit 16.1
 
Section 2: EX-16.1 (EX-16.1)

 

June 3, 2016

U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549

Ladies and Gentlemen:

We have read The Community Financial Corporation (the "Company") disclosure set forth in Item 4.01, "Changes in Registrant's Certifying Accountant", in its Current Report on Form 8-K dated June 3, 2016 and are in agreement with such statements concerning our firm.  We have no basis to, and therefore, do not agree or disagree with the other statements made by the Company in the Current Report on Form 8-K.

Sincerely,

/s/ Stegman & Company