Bank7 Corp. filed SEC Form 8-K: Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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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, 2025 (March 19, 2025)

Bank7 Corp.

(Exact name of registrant as specified in its charter)

1039 N.W. 63rd Street, Oklahoma City, Oklahoma 73116

(Address of principal executive offices) (Zip Code)

(405) 810-8600

 (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:

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

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. ☐

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On March 19, 2025, Bank7 Corp. (the “Company”) notified Forvis Mazars, LLP (“Forvis”) that it was being replaced as the Company’s independent registered public accounting firm, effective following the review of the Company’s results of operations for the quarter ending March 31, 2025.  The Audit Committee of the Company’s Board of Directors (“Audit Committee”) approved the replacement of Forvis on March 19, 2025.

Forvis' reports on the Company’s consolidated financial statements as of and for the years ended December 31, 2024 and 2023 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 two fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through March 19, 2025, there were no (i) disagreements with Forvis 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 Forvis, would have caused Forvis to make reference to the subject matter of the disagreements in connection with its reports; or (ii) reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K of the Securities Exchange Act of 1934, as amended, and the related instructions thereto.

The Company provided Forvis with a copy of the foregoing disclosures and requested Forvis furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company set forth above and, if not, stating the respects in which it does not agree.  Forvis’ letter, dated March 25, 2025, is filed as Exhibit 16.1 to this Current Report on Form 8-K.

On March 19, 2025, the Audit Committee approved the engagement of RSM US LLP (“RSM”) as the Company’s new independent registered public accounting firm for the fiscal year ending December 31, 2025, effective immediately subject to completion of RSM’s standard client acceptance procedures and execution of an engagement letter.  The Company notified RSM on March 19, 2025 that it would be engaged as the Company’s independent registered public accounting firm.

During the Company’s two most recent fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through March 19, 2025, neither the Company nor anyone acting on its behalf consulted with RSM regarding any of the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.

          The following exhibits are filed herewith:

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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