Penumbra Inc.

03/21/2024 | Press release | Distributed by Public on 03/21/2024 14:10

Change in Certifying Accountants - Form 8-K

Item 4.01.
Changes in Registrant's Certifying Accountant.
The Audit Committee of the Board of Directors (the "Audit Committee") of Penumbra, Inc. (the "Company") has completed a process to review the appointment of the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.

As a result of this process, on March 17, 2024, the Company, with the approval of the Audit Committee, appointed PricewaterhouseCoopers LLP ("PwC") as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2024, subject to completion of its standard client acceptance procedures.

Also on March 17, 2024, the Company, with the approval of the Audit Committee, dismissed Deloitte & Touche LLP ("Deloitte") as the Company's independent registered public accounting firm.

Deloitte's reports on the Company's consolidated financial statements as of and for the fiscal years ended December 31, 2023 and 2022 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

During the fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through March 17, 2024, there were: (i) no "disagreements" within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions between the Company and Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Deloitte's satisfaction, would have caused Deloitte to make reference thereto in their reports; and (ii) no "reportable events" within the meaning of Item 304(a)(1)(v) of Regulation S-K.

The Company provided Deloitte with a copy of the disclosures it is making in this Current Report on Form 8-K (this "Report") and requested that Deloitte furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made herein. A copy of Deloitte's letter, stating its agreement with such statements, is filed as Exhibit 16.1 to this Report.

During the fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through March 17, 2024, neither the Company nor anyone on its behalf consulted with PwC regarding: (i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and neither a written report nor oral advice was provided to the Company that PwC concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue; (ii) any matter that was the subject of a "disagreement" within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions; or (iii) any "reportable event" within the meaning of Item 304(a)(1)(v) of Regulation S-K.