Current Report Filing (8-k)
March 29 2022 - 6:11AM
Edgar (US Regulatory)
0001163389
false
false
false
false
false
0001163389
2022-03-25
2022-03-25
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): March 25,
2022
|
New
Peoples Bankshares, Inc. |
|
(Exact
name of registrant as specified in its charter) |
Virginia |
|
00-33411 |
|
31-1804543 |
(State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
incorporation) |
|
File
Number) |
|
Identification
No.) |
67 Commerce Drive
Honaker, Virginia |
|
24260 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (276) 873-7000 |
|
N/A
(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)) |
Securities registered pursuant
to Section 12(b) of the Act:
Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on which registered |
None |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
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
| (a) | Dismissal
of Independent Registered Public Accounting Firm |
On
March 25, 2022 (the “Notice Date”), New Peoples Bankshares, Inc. (the “Company”) notified Elliott Davis, LLC
(“ED”) that it was being dismissed as the Company's independent registered public accounting firm effective with the completion
of the audit for the year ending December 31, 2021. The dismissal of ED was made upon the recommendation of the Audit Committee of the
Company’s Board of Directors.
The
audit reports of ED on the Company’s consolidated financial statements for each of the two most recent fiscal years ended December
31, 2021 and 2020 did not contain any 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 December 31, 2021 and 2020, and the subsequent
interim period from January 1, 2022 through the Notice Date, there were (i) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation
S-K and the related instructions) between the Company and ED on any matters of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of ED, would have caused ED to make reference to
the subject matter of the disagreement in connection with ED’s reports on the Company’s consolidated financial statements
for 2021 and 2020, and (ii) no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K and the related instructions).
The
Company provided ED with a copy of the disclosures in this Current Report on Form 8-K (this "Report") prior to filing this
Report with the Securities and Exchange Commission (the "SEC"). The Company requested that ED furnish it with a letter addressed
to the SEC stating whether ED agrees with the statements made by the Company regarding ED in this Report and, if not, stating the respects
in which it does not agree. A copy of ED’s letter dated March 28, 2022 to the SEC is filed as Exhibit 16.1 to this Report.
| (b) | Engagement
of Independent Registered Public Accounting Firm |
On
the Notice Date, the Company notified Yount Hyde & Barbour PC (“YHB”) that it had been selected to serve as the Company's
independent registered public accounting firm for the fiscal year ending December 31, 2022, subject to completion of YHB’s standard
client acceptance procedures. The selection of YHB was approved by the Audit Committee of the Company’s Audit and Risk Committee.
During
the Company’s two most recent fiscal years ended December 31, 2021 and 2020, and the subsequent interim period from January 1,
2021 through the Notice Date, neither the Company nor anyone acting on its behalf consulted with YHB 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 consolidated financial statements, and neither a written report nor oral advice was provided to the Company that YHB
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” (as defined
in Item 304(a)(1)(iv) and Item 304(a)(1)(v) of Regulation S-K and the related instructions, respectively).
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
16.1 Letter from Elliott Davis, LLC dated March 28, 2022
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.
|
|
NEW PEOPLES
BANKSHARES, INC. |
|
|
|
|
Date: |
March 28, 2022 |
|
By: |
/s/
Chris Speaks |
|
|
|
|
|
|
|
Chris Speaks |
|
|
|
Executive Vice President and Chief Financial Officer |
|
|
|
|
|
New Peoples Bankshares (PK) (USOTC:NWPP)
Historical Stock Chart
From Aug 2024 to Sep 2024
New Peoples Bankshares (PK) (USOTC:NWPP)
Historical Stock Chart
From Sep 2023 to Sep 2024