TWIN DISC, INCORPORATED (NASDAQ:TWIN) Files An 8-K Changes in Registrant’s Certifying Accountant

Item 4.01

Former Independent Registered Public Accounting
Firm

On February 27, 2017, Twin Disc, Incorporated (the Company)
dismissed PricewaterhouseCoopers LLP (PwC) as its independent
registered public accounting firm effective upon the issuance by
PwC of their reports on the consolidated financial statements as
of and for the year ended June 30, 2017 and the effectiveness of
internal control over financial reporting as of June 30, 2017, to
be included in the filing of the related Form 10-K. The Companys
decision to change its independent registered public accounting
firm was recommended by management and approved by the Audit
Committee of the Companys Board of Directors.

The audit reports of PwC on the Companys consolidated financial
statements for the fiscal years ended June 30, 2016 and June 30,
2015 contained no adverse opinion or disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope or
accounting principle.

During the Companys fiscal years ended June 30, 2016 and June 30,
2015, and for the subsequent interim period through February 27,
2017, (i) there have been no disagreements (as defined in Item
304(a)(1)(iv) of Regulation S-K) with PwC on any matter of
accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of PwC, would have caused PwC
to make reference thereto in their reports on the consolidated
financial statements for such years; and (ii) there have been no
reportable events (as defined in Item 304(a)(1)(v) of Regulation
S-K).

In accordance with Item 304(a)(3) of Regulation S-K, the Company
provided PwC with a copy of this Current Report on Form 8-K and
requested that PwC furnish it with a letter addressed to the U.S.
Securities and Exchange Commission (SEC) stating whether it
agrees with the statements made by the Company herein and if not,
stating the respects in which it does not agree. Attached as
Exhibit 16.1 is a copy of PwCs letter dated March 2, 2017.

New Independent Registered Public Accounting
Firm

On February 24, 2017, and with the approval of the Audit
Committee of the Companys Board of Directors, the Company
approved the appointment of RSM US LLP (RSM) as its new
independent registered public accounting firm, contingent upon
completion of RSM’s acceptance procedures. If RSM does not
accept this appointment, the Company will amend the Report. RSMs
engagement will be for the Companys fiscal year ending June 30,
2018, and related interim periods.

During the Companys two most recent fiscal years ended June 30,
2016 and June 30, 2015, and for the subsequent interim period
through February 24, 2017, neither the Company nor anyone on its
behalf consulted RSM regarding (i) the application of accounting
principles to a specified transaction, either completed or
proposed; or on the type of audit opinion that might be rendered
on the consolidated financial statements of the Company, and
neither a written report nor oral advice was provided to the
Company that RSM concluded was an important factor considered by
the Company in reaching a decision as to the accounting, auditing
or financial reporting issue; or (ii) any matter that was either
the subject of a disagreement as defined in Item 304(a)(1)(iv) of
Regulation S-K or a reportable event as described in Item
304(a)(1)(v) of Regulation S-K.

Item 9.01Financial Statements and Exhibits

(d) Exhibits

About TWIN DISC, INCORPORATED (NASDAQ:TWIN)

Twin Disc, Incorporated designs, manufactures and sells marine and heavy duty off-highway power transmission equipment. The Company operates through two segments: manufacturing and distribution. Its products include marine transmissions, surface drives, propellers and boat management systems, as well as power-shift transmissions, hydraulic torque converters, power take-offs, industrial clutches and controls systems. Its industrial products include clutches and pump drives sold to the agriculture, recycling, construction, and oil and gas markets. Its land-based transmission products include applications for oilfield and natural gas, military, and airport rescue and firefighting. Its marine and propulsion systems include marine transmission, controls, surface drives, propellers and boat management systems for the commercial, pleasure craft and patrol boat markets. Its other products include non-Company manufactured product sold through Company-owned distribution entities.

TWIN DISC, INCORPORATED (NASDAQ:TWIN) Recent Trading Information

TWIN DISC, INCORPORATED (NASDAQ:TWIN) closed its last trading session down -0.12 at 19.26 with 20,677 shares trading hands.