EQUUS TOTAL RETURN, INC. 8-K

What Happened
Equus Total Return, Inc. filed an 8-K on May 4, 2026 announcing that BDO USA, P.C. resigned as the Fund’s independent auditor effective April 29, 2026. BDO’s audit reports for the fiscal years ended December 31, 2025 and 2024 were unqualified (no adverse opinion or disclaimer). The Audit Committee has discussed the resignation with BDO and BDO is authorized to respond to inquiries from the successor auditor.

Key Details

• BDO resigned effective April 29, 2026; the 8-K was filed May 4, 2026.
• BDO’s reports for FY 2025 and 2024 contained no qualification or adverse opinion.
• No disagreements or reportable events occurred between Equus and BDO during the year ended Dec 31, 2025 through April 29, 2026, except for previously disclosed material weaknesses.
• Identified material weaknesses (disclosed in Equus’s 2025 Form 10‑K): inadequate management review controls over valuation of portfolio investments and inadequate controls over measurement/assessment of complex accounting transactions (including warrants). These deficiencies did not cause misstatements to the financial statements but could lead to misstatements in certain accounts or disclosures.

Why It Matters
A change of independent auditor is a notable governance event; investors should watch for the appointment of a successor auditor and any follow-up disclosures. The filing confirms there are existing control weaknesses related to valuation and complex accounting that management has acknowledged — while no misstatements were reported to date, these weaknesses increase the risk of future errors in reported asset values or related disclosures. Retail investors may want to monitor subsequent filings for corrective actions, the new auditor’s assessment, and any impact on financial results or fair‑value reporting.