RideNow Group (Nasdaq: RDNW) replaces BDO with Deloitte amid control weaknesses
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
RideNow Group, Inc. changed its independent auditor, appointing Deloitte & Touche LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2026, and dismissing BDO USA, P.C., both effective June 5, 2026.
The company states BDO’s prior financial statement reports for 2024 and 2025 had no adverse or qualified opinions and there were no disagreements on accounting or audit matters. However, RideNow reported material weaknesses in internal control over financial reporting as of December 31, 2024 and 2025, including issues with user access, segregation of duties, and financial close process controls. BDO issued an adverse opinion on internal control as of December 31, 2024, and discussed these weaknesses with the audit committee.
Positive
- None.
Negative
- None.
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 appointment effective date: June 5, 2026
Auditor dismissal effective date: June 5, 2026
Internal control opinion 2024: Adverse opinion
+2 more
5 metrics
Auditor appointment effective date
June 5, 2026
Deloitte & Touche LLP appointed for fiscal year ending December 31, 2026
Auditor dismissal effective date
June 5, 2026
BDO USA, P.C. dismissed as independent registered public accounting firm
Internal control opinion 2024
Adverse opinion
BDO’s report on internal control over financial reporting as of December 31, 2024
Fiscal years with disclosed material weaknesses
2024 and 2025
Material weaknesses in internal control over financial reporting reported in 2024 and 2025 Form 10-Ks
Filer status at 2025 year-end
Non-accelerated filer
As of December 31, 2025, no audit of internal control required
Key Terms
independent registered public accounting firm, material weakness, internal control over financial reporting, reportable events, +1 more
5 terms
independent registered public accounting firm financial
"approved the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm"
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.
material weakness financial
"the Company reported a material weakness in its internal control over financial reporting"
A material weakness is a significant flaw in the systems and checks a company uses to ensure its financial reports are accurate, meaning errors or fraud could happen and not be caught. For investors it matters because it raises the risk that reported results are unreliable—similar to finding a hole in a ship’s hull—potentially leading to corrected financials, regulatory action, reduced trust, and negative effects on stock value and borrowing costs.
internal control over financial reporting financial
"the Company concluded that its internal control over financial reporting was not effective"
Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.
reportable events regulatory
"there were no "reportable events" (as described in Item 304(a)(1)(v) of Regulation S-K), except as described below"
Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.
non-accelerated filer regulatory
"The Company was a non-accelerated filer as of December 31, 2025"
A non-accelerated filer is a publicly traded company whose market value and regulatory status place it in the smaller reporting category, so it faces longer deadlines and fewer near-term compliance requirements for filing financial reports with regulators. For investors, that matters because smaller companies often provide financial updates on a slower timetable and are subject to lighter external audit rules, which can affect how quickly new information reaches the market.
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): June 5, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
Registrant’s telephone number, including area code (480 ) 755-5200
| (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 | ||||||
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. Change in Registrant’s Certifying Accountant
On June 5, 2026, the Audit Committee (the "Committee") of the Board of Directors of RideNow Group, Inc. (the "Company") approved the appointment of Deloitte & Touche LLP ("Deloitte") as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026, effective immediately.
On June 5, 2026, the Committee dismissed BDO USA, P.C. ("BDO") as the Company's independent registered public accounting firm, effective immediately. The reports of BDO on the Company's financial statements for each of the two fiscal years ended December 31, 2024 and 2025 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. In the fiscal years ended December 31, 2024 and 2025 and in the subsequent interim period through June 5, 2026, there were no "disagreements" (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and BDO on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which, if not resolved to the satisfaction of BDO, would have caused BDO to make reference to the matter in its report on the financial statements for such years.
In the fiscal years ended December 31, 2024 and 2025 and in the subsequent interim period through June 5, 2026, there were no "reportable events" (as described in Item 304(a)(1)(v) of Regulation S-K), except as described below.
As reported in Part II, Item 9A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "2024 10-K"), the Company reported a material weakness in its internal control over financial reporting. As disclosed in the 2024 10-K, the Company concluded that its internal control over financial reporting was not effective as of December 31, 2024 due to a material weakness in the areas of user access and segregation of duties related to certain information technology systems that support the Company's financial reporting processes including revenue, inventory, purchasing and related expenditures, resulting in ineffective journal entry and other manual controls. BDO's report on the effectiveness of the Company's internal control over financial reporting as of December 31, 2024, which was included in the 2024 10-K, contained an adverse opinion thereon.
As reported in Part II, Item 9A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the "2025 10-K"), the Company reported material weaknesses in its internal control over financial reporting. As disclosed in the 2025 10-K, the Company concluded that its internal control over financial reporting was not effective as of December 31, 2025 due to the following material weaknesses: (i) as a result of turnover in key management within the accounting and finance departments during the year, combined with decentralized, manual processes, the Company identified deficiencies associated with the design, implementation and operating effectiveness of certain process level and management review controls related to the financial close process, including journal entries, account reconciliation, recording of revenue and accounts receivable, inventory and cost of sales, and review and assessment of accounting for infrequent, unusual transactions; and (ii) the Company was unable to complete its remediation of the material weakness identified as of December 31, 2024 relating to user access and segregation of duties due to remaining segregation of duties and authorization deficiencies related to certain process-level controls primarily within the procure-to-pay process. The Company was a non-accelerated filer as of December 31, 2025, and accordingly, BDO was not engaged to perform an audit of the Company's internal control over financial reporting for the fiscal year ended December 31, 2025.
The Committee has discussed the material weaknesses in the Company's internal control over financial reporting with BDO, and has authorized BDO to respond fully to the inquiries of Deloitte concerning such material weaknesses.
The Company provided BDO with a copy of the disclosures contained in this Form 8-K and requested that BDO furnish the Company with a letter addressed to the U.S. Securities and Exchange Commission stating whether BDO agrees with the statements contained herein. A copy of BDO's letter, dated June 11, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
During the fiscal years ended December 31, 2024 and 2025 and the subsequent interim period through June 5, 2026, neither the Company nor anyone on its behalf consulted with Deloitte with respect to (a) 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 neither a written report nor oral advice was provided to the Company that Deloitte concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (b) 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) or a "reportable event" (as described in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
| Exhibit | Description | |||||||
16.1 | Letter from BDO USA, P.C. dated June 11, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
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 hereunto duly authorized.
| RideNow Group, Inc. | ||||||||
| Date: June 11, 2026 | By: | /s/ Joshua J. Barsetti | ||||||
| Joshua J. Barsetti | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||
FAQ
What auditor did RideNow Group (RDNW) appoint in June 2026?
RideNow Group appointed Deloitte & Touche LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2026. The appointment was approved by the audit committee and became effective June 5, 2026, replacing BDO USA, P.C.
Which auditor did RideNow Group (RDNW) dismiss and when?
RideNow Group dismissed BDO USA, P.C. as its independent registered public accounting firm effective June 5, 2026. The audit committee approved the change on that date when it simultaneously appointed Deloitte & Touche LLP for the 2026 fiscal year.
Did BDO report any disagreements with RideNow Group (RDNW)?
The company reports there were no disagreements with BDO on accounting principles, financial statement disclosure, or auditing scope during 2024, 2025, or through June 5, 2026. No unresolved issues required reference in BDO’s financial statement reports for those years.
What internal control issues has RideNow Group (RDNW) disclosed?
RideNow disclosed material weaknesses in internal control over financial reporting as of December 31, 2024 and 2025. These involved user access and segregation of duties in key IT systems and deficiencies in financial close controls, including revenue, inventory, cost of sales and unusual transaction accounting.
How did BDO assess RideNow Group’s internal controls for 2024?
BDO issued an adverse opinion on RideNow’s internal control over financial reporting as of December 31, 2024. This opinion, included in the company’s 2024 Form 10-K, related to a material weakness in user access and segregation of duties affecting several financial reporting processes.
Was RideNow Group’s 2025 internal control audited by BDO?
RideNow was a non-accelerated filer as of December 31, 2025, so BDO was not engaged to audit internal control over financial reporting for that year. The company nevertheless reported continuing material weaknesses in its 2025 Form 10-K, including incomplete remediation of earlier control issues.