Learn · Explainer
The auditor's report
The audit opinion, critical audit matters and auditor changes, with Apple's fiscal 2026 10-K and an Item 4.01 filing.
The short answer
The auditor's report is the independent accounting firm's letter at the front of the financial statements in a 10-K. Its key sentence is the opinion: whether the statements present fairly, in all material respects, the company's financial position and results under GAAP. It also lists critical audit matters, the areas that took the auditor's most difficult judgment, and for larger companies comes with a second opinion on internal control.
The four kinds of opinion
- Unqualified (clean): the statements are fairly presented. Almost every large company gets this one.
- Qualified: fairly presented except for a specific matter.
- Adverse: the statements are not fairly presented.
- Disclaimer: the auditor couldn't get enough evidence to give an opinion.
A clean opinion can still include an explanatory paragraph, for example about a change in accounting method or substantial doubt about the company's ability to continue as a going concern.
Critical audit matters
Since 2019 for the largest companies, US auditors describe critical audit matters (CAMs): areas that were communicated to the audit committee, relate to accounts that are material, and involved especially challenging, subjective or complex judgments. For each one the report explains why it was hard and what the auditor did. A CAM doesn't mean something is wrong; it shows where the numbers rest most on judgment.
Apple's 10-K for fiscal 2026 lists one: uncertain tax positions. Ernst & Young notes that at Sep 26, 2026 Apple's gross unrecognized tax benefits were $22.5 billion, of which $10.6 billion would affect the effective tax rate if recognized, and that judging whether tax positions will be sustained is complex. The report also says EY has been Apple's auditor since 2009, and refers to its separate clean opinion on Apple's internal control.
The parts of the report
- Opinion on the financial statements, with the years and statements it covers.
- Basis for opinion: management is responsible for the statements; the auditor is registered with the PCAOB and independent.
- Critical audit matters, one by one.
- Tenure: the year the firm started auditing the company.
- Opinion on internal control over financial reporting, for large accelerated and accelerated filers. Internal control covers it.
When the auditor changes: Item 4.01
A company must report a change of auditor on Form 8-K under Item 4.01, saying whether there were disagreements, and the departing firm sends a letter to the SEC saying whether it agrees, filed as Exhibit 16.1. Most changes are routine. Super Micro Computer's 8-K of Oct 30, 2024 is a less routine one: it reported that Ernst & Young had sent the audit committee a letter of resignation while the fiscal 2024 audit was under way, and attached EY's letter as Exhibit 16.1. That 10-K was filed months late, as late filings describes.
Common questions
What is an unqualified audit opinion?
A clean opinion: the auditor concludes the financial statements present fairly, in all material respects, the company's financial position and results under GAAP.
What is a critical audit matter?
A matter the auditor raised with the audit committee that involves material accounts and especially challenging, subjective or complex judgment. Apple's fiscal 2026 report lists uncertain tax positions.
Where is the auditor's report in a 10-K?
In Item 8, right before the financial statements. Large companies have a second report, or a combined one, on internal control.
What does a going concern paragraph mean?
The auditor has substantial doubt that the company can keep operating for the next year without new financing or other changes. It appears as an explanatory paragraph.
How do you find out if a company changed auditors?
Look for a Form 8-K under Item 4.01. It includes the departing firm's letter to the SEC as Exhibit 16.1.
Disclosures
- Editor holdings
- The editor holds no position in any company named on this page. As of Nov 11, 2026.
- Compensation
- Nobody paid for this page. No affiliate links on this page.
- Sources
- Each company's own SEC filings, linked next to each number.
- Last updated
- Nov 9, 2026
General education, the same for every reader. Not a recommendation to buy, sell or hold any security, and it doesn't consider your situation.
More in Learn and Tools · Methodology & Disclosures explains where every number comes from.