Item 4.01 Changes in Registrant’s Certifying Accountant.
On May 10, 2024, Citizens & Northern Corporation (the "Company"), after review and recommendation of the Company's Audit Committee, appointed Crowe LLP ("Crowe") as the Company's new independent registered public accounting firm for and with respect to the year ending December 31, 2024, and dismissed Baker Tilly US, LLP (“Baker Tilly”). The Company’s formal engagement of Crowe remains subject to the completion of Crowe’s standard client acceptance procedures and execution of an engagement letter.
The reports of Baker Tilly on the Company's financial statements as of and for the years ended December 31, 2022 and 2023 did not contain an adverse opinion or a disclaimer of an opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During the Company's two most recent fiscal years and the subsequent interim period preceding Baker Tilly’s dismissal, there were: (i) no disagreements with Baker Tilly on any manner of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Baker Tilly, would have caused it to make reference to the subject matter of the disagreements in its report on the consolidated financial statements of the Company; and (ii) no "reportable events" (as such term is defined in Item 304(a)(1)(v) of Regulation S-K).
The Company has provided Baker Tilly with a copy of this Form 8-K prior to its filing with the U.S. Securities and Exchange Commission ("SEC") and requested Baker Tilly to furnish to the Company a letter addressed to the SEC stating whether it agrees with the statements made above. A copy of Baker Tilly’s letter dated May 14, 2024, is attached as Exhibit 16.1 to this Form 8-K.
During the Company’s two most recently completed fiscal years and through the date of the Company's appointment of Crowe, the Company did not consult with Crowe regarding: (i) the application of accounting principles to a specific completed or contemplated transaction, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, and no written or oral advice was provided by Crowe that was an important factor considered by the Company in reaching a decision as to accounting, auditing or financial reporting issues, or (ii) any matter that was either the subject of a disagreement or event, as set forth in Item 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.