FNCBancorp & FNB Change of Independent Registered Public Account Firm
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 March 28, 2006
(Date
of
earliest event reported)
First
Northern Community Bancorp
(Exact
name of registrant as specified in its charter)
| California |
68-0450397
|
| (State of Incorporation) |
(IRS
Employer ID Number)
|
000-30707
(Commission
File No.)
First
Northern Community Bancorp
| 195 North First Street, P.O. Box
547, Dixon, California |
95620
|
| (Address of principal executive
offices) |
(Zip
Code)
|
(707)
678-3041
(Registrant’s
telephone number, including area code)
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 (see General Instruction A.2. below):
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))
Item
4.01 Changes in Registrant’s Certifying Accountant
(a) On
March
28, 2006, the Audit Committee of First Northern Community Bancorp (“Company”)
and First Northern Bank of Dixon, its subsidiary, dismissed KPMG LLP (“KPMG”) as
the Company’s independent registered public accounting firm.
The
decision to change independent registered public accountants was recommended
and
approved by the Audit Committee of the Company.
The
audit
reports of KPMG LLP on the consolidated financial statements of First Northern
Community Bancorp and subsidiary as of and for the years ended December 31,
2005
and 2004 did not contain an adverse opinion or disclaimer of opinion, and were
not qualified or modified as to uncertainty, audit scope or accounting
principles. The audit report of KPMG LLP on management’s assessment of the
effectiveness of internal control over financial reporting and the effectiveness
of internal control over financial reporting as of December 31, 2005 and 2004
did not contain an adverse opinion or disclaimer of opinion, and were not
qualified or modified as to uncertainty, audit scope or accounting
principles.
During
the Company’s two most recent fiscal years and the subsequent interim period
through March 28, 2006, there were no disagreements with KPMG 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
KPMG, would have caused KPMG to make reference to the subject matter of the
disagreement in connection with its report.
During
the Company’s two most recent fiscal years and the subsequent interim period
through March 28, 2006, there have been no reportable events of the type
required to be disclosed by Item 304(a)(1)(v) of Regulation S-K.
(b) On
March
28, 2006, the Company engaged Moss Adams LLP as its new independent registered
public accounting firm. During the Company’s two most recent fiscal years prior
to the engagement of Moss Adams, and through the date of the engagement, the
Company did not consult with such firm regarding any of the matters described
by
Item 304(a)(2)(i) or (ii) of Regulation S-K
Item
9.01
Financial Statements and Exhibits
(d) Exhibits
16.1 Letter
dated March 31, 2006 to the Securities and Exchange Commission from
KPMG.
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.
Date:
March 31, 2006 First
Northern Community Bancorp
(Registrant)
By: _/s/Louise
A. Walker________
Louise
A.
Walker
Senior
Executive Vice President
Chief
Financial Officer
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