Item 4.01 Change in Registrant's Certifying Accountant.

On October 25, 2022 (the "engagement date"), Ferguson plc (the "Company") engaged

Deloitte & Touche LLP ("Deloitte US") as its independent registered public

accounting firm for the year ending July 31, 2023. The engagement of Deloitte US

follows the Company's transfer of its primary listing from the London Stock

Exchange to the New York Stock Exchange. In addition, on the engagement date,

Deloitte LLP ("Deloitte UK"), the Company's independent registered public

accounting firm for the year ended July 31, 2022, confirmed that it would resign as

the Company's independent registered public accounting firm, given the engagement

of Deloitte US. The decision to change the Company's independent registered public

accounting firm was approved by the Audit Committee of the Company's Board of

Directors and by the Board of Directors.

Deloitte UK will continue to serve as the Company's statutory auditor under Jersey

law, subject to shareholder approval at the Company's annual general meeting to be

held on November 30, 2022.

The audit reports of Deloitte UK on the Company's consolidated financial statements

for the years ended July 31, 2022 and 2021, and the Company's effectiveness of

internal controls over financial reporting as of July 31, 2022, did not contain an

adverse opinion or a disclaimer of opinion, and such reports were not qualified or

modified as to uncertainty, audit scope or accounting principles. During the years

ended July 31, 2022 and 2021, and through the engagement date, (i) there were no

disagreements, within the meaning of Item 304(a)(1)(iv) of Regulation S-K

promulgated under the Securities Exchange Act of 1934, as amended ("Regulation

S-K") and the instructions relating thereto, with Deloitte UK on any matter of

accounting principles or practices, financial statement disclosure or auditing

scope or procedure, which disagreement(s), if not resolved to the satisfaction of

Deloitte UK, would have caused Deloitte UK to make reference to the subject matter

of such disagreement(s) in connection with its audit reports on the Company's

consolidated financial statements for the years ended July 31, 2022 and 2021, and

(ii) there was no reportable event within the meaning of Item 304(a)(1)(v) of

Regulation S-K and the instructions relating thereto.

During the years ended July 31, 2022 and 2021, and through the engagement date,

neither the Company nor anyone on its behalf consulted with Deloitte US regarding

(i) the application of accounting principles to a specific transaction, either

completed or proposed, or the type of audit opinion that might be rendered on the

Company's consolidated financial statements, and neither a written report to the

Company nor oral advice was provided that Deloitte US concluded was an important

factor considered by the Company in reaching a decision as to any accounting,

auditing or financial reporting issue, (ii) any matter that was subject of a

disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the

instructions relating thereto, or (iii) any reportable event within the meaning of

Item 304(a)(1)(v) of Regulation S-K and the instructions relating thereto.

The Company provided Deloitte UK with a copy of the disclosures included herein

before filing this Current Report on Form 8-K (this "Current Report") with the

Securities and Exchange Commission ("SEC"). The Company requested that Deloitte UK

provide it with a letter addressed to the SEC stating whether or not Deloitte UK

agrees with the statements concerning it that are included in this Current Report.

A copy of such letter, dated October 25, 2022, is filed as Exhibit 16.1 to this


 Current Report.


                 Item 9.01   Financial Statements and Exhibits.


                                   (d)  Exhibits



   Exhibit
     No.     Description
    16.1       Letter of Deloitte LLP dated October 2    5    , 2022
     104     Cover Page Interactive Data File (embedded within the Inline XBRL
             document)

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses