Current Report · Items 4.01, 9.01 · 8-K
Shepherd's Finance, LLC
Changes in Registrant's Certifying Accountant
Item 4.01. Changes in Registrant’s Certifying Accountant. Dismissal of BDO USA, P.C. (a) On August 10, 2026, Shepherd’s Finance, LLC (the “Registrant”) notified BDO USA, P.C. (“BDO”) that it will no longer be retaining BDO as its independent registered public accounting firm to audit the Registrant’s financial statements, effective immediately.…
Filed Aug 12, 2026Accepted Aug 12, 2026, 5:25 PM EDTCIK 1544190Accession 0001493152-26-037454
Company context
Our business is focused on commercial lending to participants in the residential construction and development industry. We believe this market is underserved because of the lack of traditional lenders currently participating in the market. We are located in Jacksonville, Florida. We are organized as a Delaware limited liability company and our operations are governed pursuant to our limited liability company agreement.
Disclosure sections
Items 4.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 4.01Item 4.01 - Changes in Certifying Accountant
Item 4.01. Changes
in Registrant’s Certifying Accountant.
Dismissal
of BDO USA, P.C.
(a)
On August 10, 2026, Shepherd’s Finance, LLC (the “Registrant”) notified BDO USA, P.C. (“BDO”) that it will
no longer be retaining BDO as its independent registered public accounting firm to audit the Registrant’s financial statements,
effective immediately. The dismissal of BDO was approved by the Audit Committee of the Registrant’s Board of Managers (the “Audit
Committee”).
BDO’s
audit report on the Registrant’s financial statements for each of the fiscal years ended December 31, 2025 and 2024 did not contain
an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles.
During
the Registrant’s two most recent fiscal years and the subsequent interim periods through August 10, 2026, there were no (i) disagreements
(as defined in Item 304(a)(1)(iv) of Regulation S-K under the Exchange Act and the related instructions to that Item) with BDO on any
matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if
not resolved to the satisfaction of BDO would have caused it to make reference to the subject matter of the disagreement in connection
with its report, or (ii) “reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K under the Exchange
Act.
The
Registrant has provided BDO with a copy of the disclosure made in response to this Item 4.01 and has requested that BDO provide a letter
addressed to the U.S. Securities and Exchange Commission confirming their agreement with the disclosure contained herein. Pursuant to
the request, BDO has provided the letter attached hereto as Exhibit 16.1.
Engagement
of Schneider Downs & Co., Inc.
On
August 10, 2026, the Registrant engaged Schneider Downs & Co., Inc. (“Schneider Downs”) as its new independent registered
public accounting firm to audit the Registrant’s financial statements for the fiscal year ending December 31, 2026. The engagement
of Schneider Downs was approved by the Audit Committee.
During
the Registrant’s two most recent fiscal years and the subsequent interim period through August 10, 2026, neither the Registrant
nor anyone on its behalf consulted with Schneider Downs regarding: (i) the application of accounting principles to a specified transaction,
either completed or proposed, (ii) the type of audit opinion that might be rendered on the Registrant’s financial statements, and
neither a written report nor oral advice was provided to the Registrant that Schneider Downs concluded was an important factor considered
by the Registrant in reaching a decision as to an accounting, auditing or financial reporting issue, or (iii) any matter that was either
the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K under the Exchange Act and the related instructions
to that Item) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K under the Exchange Act).