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重大事件 即時報告 8-K 2026-06-24

Hoyne Bancorp 解僱核數師 Wipfli 並委任 Plante & Moran 接替審計工作

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AI 繁中摘要

Hoyne Bancorp, Inc. 於2026年6月24日提交8-K,披露更換獨立核數師。當日(6月22日),公司審計委員會即時解僱原會計師行 Wipfli LLP,並委任 Plante & Moran, PLLC 接替2026年財政年度(截至12月31日)的審計工作。 Wipfli 曾負責審計公司2025年度財務報表,以及前身 Hoyne Savings, MHC 及其附屬公司(包括 Hoyne Savings Bank)的2024及2023年度報表。MHC 已於2025年12月3日完成轉型,解散後銀行成為 Hoyne Bancorp 全資附屬公司。Wipfli 對相關報表發出的意見均為無保留意見,沒有不利或保留意見。 在2024及2025財政年度以及直至解僱日的過渡期內,公司與 Wipfli 之間並無任何「意見分歧」(按 Regulation S-K 第304項定義),亦無其他「須報告事件」,惟一項已公開的內部控制重大缺陷除外。該缺陷曾於2025年10-K年報中披露,管理層確認已於2026年3月26日完成補救。 新核數師 Plante & Moran 的聘任同樣於6月22日生效,惟須完成該行慣常的客戶接納程序及簽署委聘書。公司在過去兩年及過渡期內,未曾就任何會計原則、審計意見或財務報告事宜諮詢 Plante & Moran。 此次核數師更換屬一般行政變動,但投資者宜留意:過往曾出現內部控制問題(已補救),以及新核數師上任後可能帶來的審計風格或重點調整。公司未有就此事件提供管理層展望。📄🔍
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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 22, 2026

 

Hoyne Bancorp, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 
 001-42990

(Commission File Number)
 39-2556785

(I.R.S. Employer Identification No.)

 
  
  

 
 810 S. Oak Park Avenue

Oak Park, Illinois

(Address of Principal Executive Offices)
 60304

(Zip Code)

 
 

(708) 434-4300

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

 
 Title of each class
 Trading Symbol(s)
 Name of each exchange on which registered

 
 Common Stock, par value $0.01 per share
 HYNE
 NASDAQ Capital Market

 
 

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 x

 

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 June 22, 2026, the Audit
Committee (the “Audit Committee”) of the Board of Directors of Hoyne Bancorp, Inc. (the “Company”) dismissed Wipfli
LLP (“Wipfli”) as the Company’s independent registered public accounting firm, effective immediately.

 

Wipfli performed audits of
the financial statements of the Company for the year ended December 31, 2025, and of the financial statements of Hoyne Savings, MHC and
Subsidiaries (including Hoyne Savings Bank (the “Bank”)) (the “MHC”) for the years ended December 31, 2024 and
2023. The MHC completed its conversion from the mutual holding company to the stock holding company corporate structure (the “Conversion”)
on December 3, 2025. Upon the completion of the Conversion, Hoyne Savings, MHC ceased to exist, and the Bank became a wholly owned subsidiary
of the Company.

 

The audit reports of Wipfli
on the Company’s and the MHC’s consolidated financial statements for the years ended December 31, 2025 and December 31, 2024
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 fiscal years ended
December 31, 2024 and 2025, and the subsequent interim period through June 22, 2026, there were no: (i) disagreements (as defined in Item
304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) between the Company (including the MHC) and
Wipfli on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of Wipfli, would have caused Wipfli to make reference to the subject matter of the disagreements in
connection with its reports on the MHC’s consolidated financial statements for the years ended December 31, 2024 and 2023, or the
Company’s consolidated financial statements for the year ended December 31, 2025, or (ii) “reportable events,” as defined
in Item 304(a)(1)(v) of Regulation S-K, except with respect to clause (ii) above, for the disclosure of a material weakness in the Company’s
internal control over financial reporting as disclosed in Part II, Item 9A of the Company’s Annual Report on Form 10-K for the year
ended December 31, 2025. Management determined that this material weakness was remediated as of March 26, 2026.

 

The Company provided Wipfli
with a copy of the above disclosures and requested that Wipfli furnish the Company with a letter addressed to the Securities and Exchange
Commission (the “SEC”) stating whether or not it agrees with the statements made above. A copy of Wipfli’s letter to
the SEC, dated June 24, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.

 

(b) Appointment of New Independent
Registered Public Accounting Firm

 
On June 22, 2026, the Audit
Committee approved the engagement of Plante & Moran, PLLC (“Plante Moran”) as the Company’s new independent registered
public accounting firm for the fiscal year ending December 31, 2026, effective immediately, subject to satisfactory completion of Plante
Moran’s customary client acceptance procedures and execution of an engagement letter.

 

During the two years ended
December 31, 2025, and the subsequent interim period through June 22, 2026, neither the Company nor anyone on its behalf has consulted
with Plante Moran regarding (i) the application of accounting principles to any specified transaction, either completed or proposed, or
the type of audit opinion that might be rendered on the Company’s or the MHC’s financial statements, and Plante Moran neither
provided a written report nor oral advice to the Company or the MHC that Plante Moran concluded was an important factor considered by
the Company or the MHC 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,” as defined in Item 304(a)(1)(iv) of Regulation S-K, or a “reportable event,”
as defined in Item 304(a)(1)(v) of Regulation S-K.

 

 2

  

 

 

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits

 

 
 Exhibit No. 
  
 Description  

 
 16.1
  
 Letter from Wipfli LLP to the SEC dated June 24, 2026

 
  
  
  

 
 104
  
 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 3

  

 

 

SIGNATURE

 

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

 

 
  
 Hoyne Bancorp, Inc.
 

 
  
  
  
 

 
 Date: June 24, 2026
 By:
 /s/ Walter F. Healy
 

 
  
 Name:
 Walter F. Healy
 

 
  
 Title:
 President and Chief Executive Officer
 

 
 

 4