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LGL GROUP INC

For the period ended Dec 31, 2023. Filed Apr 1, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Apr 1, 2024

LGL$6.60-2.5%Stored close · as of Nov 10, 2026

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Item 14. Principal Accountant Fees and Services

Item 14.Principal Accountant Fees and Services

Fees Billed During 2023 and 2022

The following tables provide information about fees billed by PKF O'Connor Davies, LLP and RSM US LLP during 2023 and 2022:

Audit Fees (1)Audit-Related Fees (2)Tax FeesAll Other FeesTotal
PKF O'Connor Davies, LLP$86,750$—$—$—$86,750
RSM US LLP162,750———162,750
Total$249,500$—$—$—$249,500
Audit Fees (1)Audit-Related Fees (2)Tax FeesAll Other FeesTotal
PKF O'Connor Davies, LLP$—$—$—$—$—
RSM US LLP285,000258,850——543,850
Total$285,000$258,850$—$—$543,850
(1)Audit Fees. Audit fees consisted of fees for the audit of LGL Group's financial statements in the Company's annual report on Form 10-K and reviews of the Company's financial statements in the Company's quarterly reports on Form 10-Q.
(2)Audited-Related Fees. Audit-related fees include assurance and related services that are traditionally performed by independent accountants. During 2022, RSM rendered audit-related services totaling $258,850 in connection with stand-alone MtronPTI audits for 2019 and 2020, quarterly reviews for the first and second quarters of 2021 and 2022, multiple Form 10 filings, and the Company’s Proxy Statement on Schedule 14A related to obtaining stockholder approval for the Spin-Off of MtronPTI.

Pre-Approval Policies and Procedures

The Audit Committee policy and procedures for the pre-approval of audit and non-audit services rendered by our independent registered public accounting firm are reflected in the Audit Committee Charter. The Audit Committee Charter provides that the Audit Committee shall pre-approve all audit and non-audit services provided by the independent registered public accounting firm and shall not engage the independent registered public accounting firm to perform the specific non-audit services proscribed by law or regulation. The Audit Committee may delegate pre-approval authority to a member of the Audit Committee. The decisions of any Audit Committee member to whom pre-approval authority is delegated must be presented to the full Audit Committee at its next scheduled meeting.

If any services other than audit services are rendered by our independent registered public accounting firm, the Audit Committee determines whether such services are compatible with maintaining our independent registered public accounting firm's independence.

All services performed by our independent registered public accounting firm were pre-approved by the Audit Committee.

Change of Independent Registered Public Accounting Firm

As previously reported on the Company’s Current Report on Form 8-K, dated May 2, 2023, on April 26, 2023, the Audit Committee dismissed RSM US LLP as the Company’s independent registered public accounting firm, effective immediately in anticipation of the appointment of PKF O'Connor Davies, LLP as the Company’s new independent registered public accounting firm. The decision to change the Company’s independent registered public accounting firm from RSM US LLP to PKF O'Connor Davies, LLP was unanimously approved by the Audit Committee. PKF O'Connor Davies, LLP was appointed as the Company’s new independent registered public accounting firm effective as of April 26, 2023.

The reports of RSM US LLP on the consolidated financial statements of the Company for the fiscal years ended December 31, 2022 and December 31, 2021 did not contain an 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 December 31, 2022 and December 31, 2021, there were no "disagreements" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and RSM US LLP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to RSM US LLP’s satisfaction, would have caused RSM US LLP to make reference to the subject matter of the disagreements in its reports on the consolidated financial statements for such years. During the fiscal years ended December 31, 2022 and December 31, 2021 and the subsequent interim period through April 26, 2023, there were no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K.

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