Auditor change at Playboy Inc. (NASDAQ: PLBY) as RSM replaces BDO

Rhea-AI Filing Summary

Playboy, Inc. has replaced its long-time auditor. On March 26, 2026 the company dismissed BDO USA, P.C. as its independent registered public accounting firm, and on March 31, 2026 engaged RSM US LLP as auditor for the year ending December 31, 2026.

The company reports no disagreements with BDO over accounting principles, disclosures, or audit procedures, and BDO’s opinions for 2024 and 2025 were clean. However, previously disclosed material weaknesses in internal control over financial reporting, including entity-level, IT, review, and inventory controls, remain unremediated as of this report.

Insights

Audit & governance analyst

Playboy switches auditors while known control weaknesses remain unresolved.

Playboy, Inc. has dismissed BDO USA, P.C. and appointed RSM US LLP as its independent registered public accounting firm for the year ending December 31, 2026. The company states there were no disagreements with BDO and BDO’s 2024 and 2025 reports carried unqualified opinions.

The filing reiterates existing material weaknesses in internal control over financial reporting related to entity-level controls, IT controls, accounting policies, management review controls and inventory controls, which have not yet been remediated. Investors can look to future annual and quarterly reports to see whether these weaknesses are addressed and how RSM’s audits reflect any remediation progress.

8-K Event Classification

2 items: 4.01, 9.01

2 items

Item 4.01 Changes in Registrant's Certifying Accountant Governance

The company changed its independent auditing firm, which may involve disagreements on accounting matters.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Auditor dismissal date: March 26, 2026 New auditor engagement date: March 31, 2026 Audit year: Year ending December 31, 2026 +1 more

4 metrics

Auditor dismissal date March 26, 2026 Date Playboy, Inc. dismissed BDO USA, P.C. as auditor

New auditor engagement date March 31, 2026 Date Playboy, Inc. engaged RSM US LLP for 2026 audit

Audit year Year ending December 31, 2026 Period for which RSM US LLP will serve as auditor

Recent audited years December 31, 2024 and 2025 Fiscal years covered by BDO’s unqualified audit opinions

Key Terms

independent registered public accounting firm, reportable events, material weaknesses, internal controls over financial reporting, +2 more

6 terms

independent registered public accounting firm financial

"dismissed as the Company’s independent registered public accounting firm, as of March 26, 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

reportable events regulatory

"there were no “reportable events” as that term is defined in Item 304(a)(1)(v)"

material weaknesses financial

"except for the material weaknesses in the Company’s internal controls over financial reporting"

Material weaknesses are significant flaws in a company’s systems for ensuring its financial reports are accurate and reliable. Like a broken lock on a safe, they increase the chance that financial statements contain big errors or omissions, which can mislead investors about performance and risk; discovering one often raises questions about management oversight, may lead to restated results, and can affect investor confidence and a company’s valuation.

internal controls over financial reporting financial

"material weaknesses in the Company’s internal controls over financial reporting"

Internal controls over financial reporting are the policies, procedures and checks a company uses to make sure its accounting and financial statements are accurate, complete and free from significant error or fraud. They matter to investors because strong controls lower the risk of misleading results or surprise restatements—think of them as a quality checkpoint on a factory line that helps prevent costly defects that could damage a company’s value and reputation.

Regulation S-K regulatory

"as that term is defined in Item 304(a)(1)(v) of Regulation S-K"

A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.

reportable event regulatory

"or any “reportable event” (as defined in Item 304(a)(1)(v) of Regulation S-K)"

Understanding 8-K Material Events →

0001803914FALSE00018039142026-03-262026-03-26

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 (Date of earliest event reported): March 26, 2026

PLAYBOY, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39312

37-1958714

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

10960 Wilshire Blvd., Suite 2200 Los Angeles, California						90024
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (310) 424-1800

Not Applicable

(Former name or former address, if changed since last report)

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:

☐			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))

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, par value $0.0001 per share			PLBY			Nasdaq Global Market

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. ☐

Item 4.01    Changes in Registrant’s Certifying Accountant.

On March 26, 2026, Playboy, Inc. (the “Company”), following the prior approval of the Audit Committee of the Board of Directors of the Company (the “Audit Committee”), notified BDO USA, P.C. (“BDO”) that it had been dismissed as the Company’s independent registered public accounting firm, as of March 26, 2026. On March 31, 2026, following the prior approval of the Audit Committee, the Company engaged RSM US LLP (“RSM”) as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

During the Company’s two most recent fiscal years ended December 31, 2024 and 2025 and interim period through March 26, 2026, the Company did not have any disagreement with BDO on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreement, if not resolved to BDO’s satisfaction, would have caused BDO to make reference to the subject matter of the disagreement in their reports on the Company’s consolidated financial statements. In addition, during the Company’s two most recent fiscal years ended December 31, 2024 and 2025 and through March 26, 2026, there were no “reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K, except for the material weaknesses in the Company’s internal controls over financial reporting as disclosed in Part II, Item 9A of the Company’s Annual Report on Form 10-K as of December 31, 2025, related to entity-level controls, general information technology controls, documentation of formal accounting policies, procedures and controls, design and implementation of management review controls and inventory related controls. Such material weaknesses have not been remediated as of the date of this Current Report on Form 8-K. BDO’s reports on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, 2024 and 2025 did not contain any adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

The Company provided BDO with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission (“SEC”) and requested that BDO furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements in this Item 4.01. A copy of BDO’s letter, dated March 26, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.

RSM previously provided tax services, including general tax advisory, tax compliance and tax provision preparation services, to the Company from 2022 through the first quarter of 2025.

During the Company’s two most recent fiscal years and the subsequent interim period preceding the engagement of RSM, neither the Company nor anyone on its behalf consulted with RSM with respect to: (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and no written or oral advice of RSM was provided to the Company that was an important factor considered by the Company in reaching a decision as to the accounting, auditing, or financial reporting issue; or (ii) any matter that was either the subject of a “disagreement” (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions related thereto), or any “reportable event” (as defined in Item 304(a)(1)(v) of Regulation S-K).

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
16.1						Letter from BDO USA, P.C. to the SEC, dated as of March 26, 2026
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

Dated: March 31, 2026			PLAYBOY, INC.
			By:			/s/ Chris Riley
			Name:			Chris Riley
			Title:			General Counsel and Secretary

FAQ

What change in auditor did Playboy, Inc. (PLBY) disclose?

Playboy, Inc. dismissed BDO USA, P.C. as its independent registered public accounting firm on March 26, 2026 and engaged RSM US LLP on March 31, 2026 to audit its financial statements for the year ending December 31, 2026.

Did Playboy, Inc. (PLBY) report any disagreements with BDO USA, P.C.?

The company states it had no disagreements with BDO during the two most recent fiscal years or the interim period through March 26, 2026 that related to accounting principles, financial statement disclosure, or audit scope and that would have required mention in BDO’s audit reports.

What did BDO’s audit opinions for Playboy, Inc. (PLBY) say for 2024 and 2025?

BDO’s reports on Playboy’s consolidated financial statements for the years ended December 31, 2024 and 2025 contained no adverse opinions, no disclaimers of opinion, and were not qualified or modified for uncertainty, audit scope, or accounting principles, according to the company’s disclosure.

What internal control issues does Playboy, Inc. (PLBY) disclose in this filing?

The company references material weaknesses in internal control over financial reporting disclosed in its December 31, 2025 Form 10-K, involving entity-level controls, general IT controls, formal accounting policies, management review controls, and inventory controls, and notes these weaknesses had not been remediated as of this report.

Did Playboy, Inc. (PLBY) consult RSM US LLP on accounting matters before engagement?

Playboy notes that in its two most recent fiscal years and the interim period before RSM’s engagement, it did not consult RSM on the application of accounting principles, potential audit opinions, or any issues involving disagreements or reportable events under Item 304 of Regulation S-K.

What exhibit did Playboy, Inc. (PLBY) file related to BDO’s departure?

The company filed Exhibit 16.1, a letter from BDO USA, P.C. to the SEC dated March 26, 2026, regarding BDO’s agreement or disagreement with the statements made about its dismissal, as required for auditor change disclosures.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-16.1 EX-16.1 4.0 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.8 KB