Item 4.01. Changes in Registrant's Certifying Accountant
(a) Dismissal of Independent Registered Public Accounting Firm
On August 8, 2021, the Audit Committee of the Board of Directors of Khosla
Ventures Acquisition Co. III (the "Company") approved the dismissal of Marcum
LLP ("Marcum") as the Company's independent registered public accounting firm.
The reports of Marcum on the Company's financial statements as of February 1,
2021 and for the period January 29, 2021 through February 1, 2021 and the
Company's balance sheet as of March 26, 2021 did not contain an adverse opinion
or a disclaimer of opinion, and were not qualified or modified as to
uncertainty, audit scope or accounting principles, other than an explanatory
paragraph relating to the Company's ability to continue as a going concern in
the Company's audited financial statements as of February 1, 2021 and for the
period January 29, 2021 through February 1, 2021.
During the period January 29, 2021 through February 1, 2021 and through the date
of termination, August 8, 2021, there were no "disagreements" with Marcum 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 Marcum would have caused Marcum to make reference thereto in its
reports on the financial statements for such period. During the period
January 29, 2021 through February 1, 2021 and through August 8, 2021, there have
been no "reportable events" (as defined in Item 304(a)(1)(iv) and Item
304(a)(1)(v) of Registration S-K).
The Company provided Marcum with a copy of the disclosure it is making herein in
response to Item 304(a) of Regulation S-K, and requested Marcum furnish the
Company with a copy of its letter addressed to the Securities and Exchange
Commission (the "SEC"), pursuant to Item 304(a)(3) of Regulation S-K, stating
whether or not Marcum agrees with the statements related to them made by the
Company in this report. A copy of Marcum's letter dated August 12, 2021 is
attached as Exhibit 16.1 to this report.
(b) Newly Engaged Independent Registered Public Accounting Firm
On August 8, 2021, the Audit Committee approved the appointment of BDO LLP
("BDO") as the Company's new independent public accounting firm, effective
immediately. Prior to engaging BDO, neither the Company, nor anyone on its
behalf, consulted BDO regarding either (i) the application of accounting
principles to a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered with respect to the consolidated
financial statements of the Company, and no written report or oral advice was
provided to the Company by BDO that was an important factor considered by the
Company in reaching a decision as to any accounting, auditing or financial
reporting issue; or (ii) any matter that was the subject of a "disagreement" (as
defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or
a "reportable event" (as that term is defined in Item 304(a)(1)(v) of Regulation
S-K).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
16.1 Letter dated August 12, 2021 from Marcum LLP
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