form8k.htm
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 – October 2, 2009
Commission
File Number: 0-23863
[Missing Graphic Reference]
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PEOPLES
FINANCIAL SERVICES CORP.
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(Exact
name of registrant as specified in its charter)
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PENNSYLVANIA
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23-2391852
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(State
of incorporation)
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(IRS
Employer Identification No.)
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50
MAIN STREET, HALLSTEAD, PA
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18822
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(Address
of principal executive offices)
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(Zip
code)
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(570)
879-2175
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(Registrant’s
telephone number including area code)
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Not Applicable
(Former name
or former address, if changed since last report)
Check the appropriate line below
if the Form 8K 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))
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Item 4.01
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Changes
in Registrant’s Certifying
Accountant.
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On
October 1, 2009, Peoples Financial Services Corp. (the “Company”) was notified
that the audit practice of Beard Miller Company LLP (“Beard”) an independent
registered public accounting firm, was combined with ParenteBeard
LLC in a transaction pursuant to which Beard combined its operations
with ParenteBeard LLC and certain of the professional staff and
partners of Beard joined ParenteBeard LLC either as employees or
partners of ParenteBeard LLC. On October 1, 2009, Beard resigned as the auditors
of the Company and with the approval of the Audit Committee of the Company’s
Board of Directors, ParenteBeard LLC was engaged as its independent
registered public accounting firm.
Prior to
engaging ParenteBeard LLC, the Company did not consult with ParenteBeard
LLC regarding the application of accounting principles to a specific
completed or contemplated transaction or regarding the type of audit opinions
that might be rendered by ParenteBeard LLC on the Company’s financial
statements, and ParenteBeard LLC did not provide any written or oral advice that
was an important factor considered by the Company in reaching a decision as to
any such accounting, auditing or financial reporting issue.
The
report of independent registered public accounting firm of Beard regarding the
Company’s financial statements for the fiscal years ended December 31, 2008 and
2007 did not contain any adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting
principles.
During
the years ended December 31, 2008 and 2007, and during the interim period from
the end of the most recently completed fiscal year through October 1, 2009, the
date of resignation, there were no disagreements with Beard on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedures, which disagreements, if not resolved to the satisfaction of
Beard, would have caused it to make reference to such disagreement in its
reports.
The
Company provided Beard with a copy of this Current Report on Form 8-K prior to
its filing with the Securities and Exchange Commission and requested that Beard
furnish the Company with a letter addressed to the Securities and Exchange
Commission stating whether it agrees with above statements and, if it does not
agree, the respects in which it does not agree. A copy of the letter, dated
October 2, 2009, is filed as Exhibit 16.1 (which is incorporated by
reference herein) to this Current Report on Form 8-K.
Item 9.01 Financial Statements and
Exhibits.
Exhibit #
16.1 Description: Letter Regarding Change in
Certifying Accountant
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, thereunto
duly authorized.
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/s/
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Richard
S. Lochen, Jr.
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Dated:
October 2, 2009
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By:
Richard S. Lochen, Jr.
President
& CEO
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/s/
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Debra
E. Dissinger
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Dated:
October 2, 2009
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By:
Debra E. Dissinger
Executive
Vice President/COO
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/s/
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Joseph
M. Ferretti
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Dated:
October 2, 2009
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By:
Joseph M. Ferretti
Vice
President/CCO
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/s/
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Frederick
J. Malloy
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Dated:
October 2, 2009
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By:
Frederick J. Malloy
Vice
President/Controller
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