Amrize Ltd 8-K

What Happened Amrize Ltd announced on Feb 19, 2026 that its Audit Committee dismissed Ernst & Young AG (EY Switzerland) as its independent registered public accounting firm and engaged Ernst & Young LLP (EY US) as the Company’s independent registered public accounting firm for the year ending Dec. 31, 2026. The engagement is effective immediately; EY US will perform reviews beginning with the interim period ending March 31, 2026. EY Switzerland will remain the Company’s statutory auditor under Swiss law.

Key Details

• Change effective date: February 19, 2026; EY US to cover reviews beginning with March 31, 2026 interim period.
• Background: After Holcim Ltd completed the Spin-Off of Amrize on June 23, 2025, Amrize’s primary operations are in North America, prompting the switch to a U.S. audit firm.
• Prior audits: EY Switzerland’s reports on Amrize’s combined financial statements for fiscal years 2022–2024 (included in the Form 10) were not adverse, disclaimed, or qualified.
• Controls disclosure: No disagreements or reportable events with EY Switzerland for fiscal years 2024–2025 through Feb 19, 2026, except the previously disclosed material weakness in internal control over financial reporting related to insufficient U.S. GAAP-experienced accounting and supervisory personnel; EY Switzerland is authorized to respond to EY US inquiries.
• Administrative: Amrize provided EY Switzerland a copy of this 8-K and filed EY Switzerland’s letter to the SEC as Exhibit 16.1 (dated Feb 20, 2026).

Why It Matters For investors, the change signals Amrize aligning its external audit supervision with its North American operations and U.S. financial reporting processes. The filing confirms there were no auditor disagreements and that prior audit reports were unmodified, but it reiterates a previously disclosed material weakness in internal control staffing for U.S. GAAP—an item management will need to remediate to strengthen financial reporting reliability.