Attached files
| file | filename |
|---|---|
| EX-16.1 - EXHIBIT 16.1 - HALLMARK FINANCIAL SERVICES INC | tm2013021d1_ex16-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
(Amendment No. 1)
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 5, 2020
HALLMARK FINANCIAL SERVICES, INC.
(Exact Name of Registrant as Specified in Its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
| 001-11252 | 87-0447375 |
| (Commission File Number) | (IRS Employer Identification No.) |
| 5420 Lyndon B. Johnson Freeway, Suite 1100, Dallas, Texas | 75240 |
| (Address of Principal Executive Offices) | (Zip Code) |
817-348-1600
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 $0.18 par value | HALL | Nasdaq Global Market |
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 (see General Instruction A.2. below):
| ¨ | 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)) |
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 ¨
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. ¨
Explanatory Note
Hallmark Financial Services, Inc. (the “Company”) is filing this Amendment No. 1 on Form 8-K/A to its Form 8-K originally filed with the Securities and Exchange Commission (the “SEC”) on March 11, 2020 (the “Original Form 8-K”), for the purposes of (a) adding Item 8.01 and (b) providing as Exhibit 16.1 a letter from BDO USA, LLP (“BDO”) addressed to the SEC with respect to the Original Form 8-K. With regard to that letter, we note that the letter states that any significant expansion of the scope of BDO’s audit concerned the matters of the disagreement the Company previously reported in the Original Form 8-K.
Item 8.01 Other Events
On March 12, 2020, the Audit Committee of the Company engaged Baker Tilly Virchow Krause, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
16.1 BDO USA, LLP letter dated March 13, 2020
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 duly authorized.
| HALLMARK FINANCIAL SERVICES, INC. | ||
| Date: March 17, 2020 | By: | /s/ Jeffrey R. Passmore |
| Jeffrey R. Passmore, Chief Financial Officer | ||