Item 4.01. Change in Registrant’s Certifying Accountant.
(a) Dismissal of Previous Independent Registered Public Accounting Firm
On April 28, 2020, the Audit Committee (the “Audit Committee”) of the Board of Directors of Impinj, Inc. (the “Company”), approved the dismissal of PricewaterhouseCoopers LLP (“PwC”), which was then serving as the Company’s independent registered public accounting firm. PwC was dismissed on April 28, 2020 as the Company’s independent registered public accounting firm, effective immediately.
PwC’s reports on the Company’s financial statements for the years ended December 31, 2019 and 2018 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
During the Company’s two most recent fiscal years ended December 31, 2019 and 2018 and the subsequent interim period through April 28, 2020, there were no disagreements, within the meaning of Item 304(a)(1)(iv) of RegulationS-K promulgated under the Exchange Act (“RegulationS-K”) and the related instructions thereto, with PwC 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 PwC, would have caused it to make reference to the subject matter of the disagreements in connection with its reports.
During the Company’s two most recent fiscal years ended December 31, 2019 and 2018 and the subsequent interim period through April 28, 2020, except as noted below, there were no reportable events within the meaning of Item 304(a)(1)(v) of RegulationS-K and the related instructions thereto. As disclosed in the Company’s Annual Report on Form10-K for the year ended December 31, 2018 filed with the Securities and Exchange Commission on February 28, 2019, the Company remediated a previously identified material weakness in the Company’s internal control over financial reporting relating to the accounting and financial statement disclosure over complex accounting matters. The subject matter of this reportable event was discussed by the Audit Committee with PwC. The Company has authorized PwC to respond fully to the inquiries of Ernst & Young LLP (“EY”) concerning the subject matter of the reportable event.
The Company has provided PwC with the disclosures under this Item 4.01(a), and has requested that PwC furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company in this Item 4.01(a) and, if not, stating the respects in which it does not agree. PwC’s letter is filed as Exhibit 16.1 to this Current Report on Form8-K.
(b) Appointment of New Independent Registered Public Accounting Firm
On April 28, 2020, the Audit Committee approved the appointment of EY as the Company’s new independent registered public accounting firm, effective April 28, 2020. During the Company’s two most recent fiscal years ended December 31, 2019 and 2018, and the subsequent interim period through April 28, 2020, neither the Company nor anyone acting on its behalf consulted with EY regarding any of the matters described in Items 304(a)(2)(i) and (ii) of RegulationS-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
