filings.toolsItem 14. Principal Accountant Fees and Services.
4K characters. Original on sec.gov ·
Item 14. Principal Accountant Fees and Services.
Fees for Services Provided by the Independent Registered Public Accounting Firm
The following table sets forth fees for services provided by PricewaterhouseCoopers LLP (“PwC”) for each of the years ended December 31, 2025 and 2024.
| 2025 | 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| Audit Fees(1) | $ | 24,546,000 | $ | 20,608,951 | ||||
| Audit-Related Fees(2) | 890,125 | 863,182 | ||||||
| Tax Fees(3) | 4,949,420 | 5,787,419 | ||||||
| All Other Fees (4) | 2,000 | 207,377 | ||||||
| Total | $ | 30,387,545 | $ | 27,466,929 |
| (1) | Audit fees principally related to the audit of our financial statements for the 2025 Predecessor period and the integrated audits of our financial statements for the 2025 Successor period and the 2024 Predecessor period (Predecessor and Successor each as defined in the Initial Form 10-K), and for both years, also included fees for statutory audits and services provided in connection with SEC filings. |
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| (2) | Audit-related fees principally related to system pre-implementation reviews, technical accounting advice, financial due diligence, agreed-upon procedures and compliance, and domestic and foreign employee benefit plan audits. |
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| (3) | Tax fees principally related to tax compliance and consulting. |
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| (4) | All other fees principally related to research projects, license fees for the use of PwC reference materials and publications, access to various online tools and other permissible consulting services. |
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AUDIT COMMITTEE PRE-APPROVAL POLICY
The Audit Committee has adopted an Audit and Non-Audit Services Pre-Approval Policy that requires pre-approval of all audit and permissible non-audit services to be performed by PwC. The policy permits pre-approval on either a general basis by category of service or on a specific engagement basis and requires specific pre-approval of PwC’s annual audit services engagement and of any service that would exceed annual pre-approved fee levels or budgeted amounts established by the Audit Committee under its general pre-approval framework. The Audit Committee may delegate pre-approval authority to one or more of its members, and any pre-approval decisions are reported to the full Committee at its next scheduled meeting.
For both types of pre-approval, the Audit Committee considers whether such services are consistent with the SEC’s and the PCAOB’s auditor independence rules. The Audit Committee will also consider whether the independent auditor is best positioned to provide the most effective and efficient service, for reasons such as its familiarity with our business, people, culture, accounting systems, risk profile and other factors, and whether the service could enhance our ability to manage or control risk or improve audit quality. All such factors will be considered as a whole, and no one factor is necessarily determinative.
The Audit Committee is also mindful of the relationship between fees for audit and non-audit services in deciding whether to pre-approve any such services and may determine, for each fiscal year, the appropriate ratio between the total amount of fees for services classified as “Audit,” “Audit-related” and “Tax” services and the total amount of fees for certain permissible non-audit services classified as “All Other” services.
All services provided by PwC in 2025 were pre-approved by the Audit Committee pursuant to this policy.
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PART IV
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