Explanatory Note
On October 16, 2025, ScanSource, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) with the Securities and Exchange Commission (“SEC”) to report that, on October 9, 2025 after conducting a competitive selection process, the Audit Committee of the Board of Directors of the Company had approved (i) the dismissal of Grant Thornton LLP (“Grant Thornton”) as the Company’s independent registered public accounting firm, effective upon completion of the interim review of the quarterly information on Form 10-Q for the three months ended September 30, 2025 and (ii) the selection of Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2026 and related interim periods commencing after September 30, 2025, subject to completion of Deloitte’s standard client acceptance procedures and execution of an engagement letter.
This Amendment No. 1 to the Current Report on Form 8-K (the “Form 8-K/A”) amends the Original 8-K to update the disclosures contained in Item 4.01 thereto, and to confirm, as noted in Item 4.01 below, that Grant Thornton’s dismissal as the Company’s independent registered public account firm became effective November 6, 2026, and Deloitte’s engagement as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2026 commenced on November 6, 2025, following the dismissal of Grant Thornton.
| Item 4.01. |
Changes in Registrant’s Certifying Accountant |
(a) On November 6, 2025, Grant Thornton’s dismissal as the Company’s independent registered public accounting firm became effective, immediately after the Company filed its Quarterly Report on Form 10-Q for the three months ended September 30, 2025.
Grant Thornton’s audit reports on the Company’s consolidated financial statements as of and for the fiscal years ended June 30, 2025 and June 30, 2024 did not contain any adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During the fiscal years ended June 30, 2025 and June 30, 2024, and in the subsequent interim period through November 6, 2025, there were no (1) disagreements (within the meaning of Item 304(a)(1)(iv) of Regulation S-K (“Regulation S-K”) of the rules and regulations of the SEC) with Grant Thornton on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which if not resolved to Grant Thornton’s satisfaction, would have caused Grant Thornton to make reference to the subject matter of such disagreement in connection with its report, or (2) reportable events (within the meaning of Item 304(a)(1)(v) of Regulation S-K of the rules and regulations of the SEC).
In accordance with Item 304(a)(3) of Regulation S-K, the Company provided Grant Thornton with a copy of the foregoing disclosures and requested that Grant Thornton provide a letter addressed to the SEC stating whether it agrees with such disclosures. A copy of Grant Thornton’s letter dated November 6, 2025 is filed as Exhibit 16.1 to this Form 8-K/A.
(b) On November 6, 2025, following the dismissal of Grant Thorton, the engagement of Deloitte as the Company’s independent registered public account firm began for the fiscal year ended June 30, 2026 and related interim periods commencing after September 30, 2025.
During the Company’s two most recent fiscal years ended June 30, 2025 and June 30, 2024, and for the subsequent interim period through November 6, 2025, neither the Company nor anyone on its behalf consulted Deloitte regarding (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 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, (ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K, or (iii) any “reportable event” within the meaning of Item 304(a)(1)(v) of Regulation S-K.
| Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit
No. |
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Description |
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| 16.1 |
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Letter of Grant Thornton LLP, dated November 6, 2025 |
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| 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
