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
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Date of report (Date of earliest event reported:)
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(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation
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(Commission File Number)
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(IRS Employer Identification Number)
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(Address of Principal Executive Offices)
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(Zip Code)
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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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 Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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 4.01. |
Changes in Registrant’s Certifying Accountant
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(a) Dismissal of Previous Independent Registered Public Accounting Firm
On March 27, 2024, the Audit Committee of the Board of Directors (the “Committee”) of Tandy Leather Factory, Inc. (the “Company”) dismissed Weaver & Tidwell LLP
(“Weaver”) as the Company’s independent registered public accounting firm effective as of that date. The Company had not yet engaged Weaver to perform audit services for fiscal 2024. Weaver’s audit reports on the Company’s consolidated financial
statements for the Company’s fiscal years ended December 31, 2023 and December 31, 2022 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
During the fiscal years ended December 31, 2023 and December 31, 2022, there were (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K
between the Company and Weaver on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Weaver’s satisfaction, would have caused Weaver to make
reference to the subject matter of the disagreements in connection with its reports on the Company’s consolidated financial statements for such years, and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company has provided Weaver with a copy of the disclosures contained herein and has requested that Weaver furnish the Company with a letter addressed to the SEC
stating whether it agrees with the statements made herein and, if not, stating the respects in which it does not agree. A copy of Weaver’s letter, dated March 28, 2024, is filed as Exhibit 16.1 herewith.
(b) Appointment of New Independent Registered Public Accounting Firm
On March 29, 2024, the Company, with the approval of the Committee, engaged Whitley Penn (“WP”) as the Company’s independent registered public accounting firm for the
Company’s fiscal year ending December 31, 2024. Prior to this engagement, WP had not performed any previous audit or non-audit services for the Company.
| Item 9.01 |
Financial Statements and Exhibits.
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(d) Exhibits
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No.
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Exhibit
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Letter from Weaver & Tidwell L.L.P. dated March 28, 2024
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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.
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TANDY LEATHER FACTORY, INC.
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Date: March 29, 2024
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By: /s/ Janet Carr
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Janet Carr, Chief Executive Officer
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