8-K 1 hgt_-_dismissal_of_audit.htm 8-K 8-K

 

 

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): May 13, 2025

 

 

HUGOTON ROYALTY TRUST

(Exact name of Registrant as Specified in Its Charter)

 

 

Texas

001-010476

58-6379215

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

Argent Trust Company Trustee

3838 Oak Lawn Ave

Suite 1720

 

Dallas, Texas

 

75219-4518

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 855 588-7839

 

 

(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

Units of Beneficial Interest

 

HGTXU

 

OTCQB

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 May 13, 2025, Hugoton Royalty Trust (the “Trust”) dismissed PricewaterhouseCoopers LLP (“PwC”) as its independent registered public accounting firm. The decision to dismiss PwC was recommended and approved by Argent Trust Company, the Trustee of the Trust (the “Trustee”).

The reports of PwC on the Trust’s financial statements as of and for the years ended December 31, 2024 and 2023 did not contain an adverse opinion or disclaimer of opinion nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except that the reports included an explanatory paragraph relating to substantial doubt about the Trust’s ability to continue as a going concern.

During the two most recent fiscal years ended December 31, 2024 and 2023, and in the subsequent interim period through the May 13, 2025, there were no disagreements 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 PwC to make a reference to the subject matter of the disagreements in connection with its report. In addition, there were no reportable events of the kind defined in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended (“Regulation S-K”).

The Trust provided PwC with a copy of the foregoing disclosures and has requested that PwC furnish the Trust with a letter addressed to the Securities and Exchange Commission stating whether or not PwC agrees with such disclosures, and if not, stating the respects in which they do not agree. The Trust has received the requested letter from PwC, and a copy of the letter is filed as Exhibit 16.1 to this current report on Form 8-K.

The Trust is currently seeking engagement with a new independent registered public accounting firm and will file a Form 8-K/A when the new independent registered public accounting firm has been appointed.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

16.1*

Letter of PricewaterhouseCoopers LLP, dated May 16, 2025, regarding change in independent registered public accounting firm

* filed herewith

 

 


 

 

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.

 

 

 

Hugoton Royalty Trust

 

 

By:

Argent Trust Company, Trustee

 

 

 

 

Date:

May 16, 2025

By:

/s/ NANCY WILLIS

 

 

 

Nancy Willis

 

 

 

Director of Royalty Trust Services