CTW Cayman (CTW) appoints Golden Ocean FAC PAC as new auditor

Rhea-AI Filing Summary

CTW Cayman has changed its independent auditor, appointing Golden Ocean FAC PAC to audit its consolidated financial statements effective September 5, 2025. The prior auditor, CPA INC., was dismissed on the same date.

The prior audit reports on the years ended July 31, 2024 and 2023 contained no adverse opinions, disclaimers, or qualifications regarding uncertainty, scope, or accounting principles. The company states there were no disagreements or reportable events with CPA INC. through the dismissal date, and it had not consulted Golden Ocean on accounting or audit matters before the engagement.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2025

Commission File Number: 001-42758

CTW Cayman

(Exact Name of Registrant as Specified in Its Charter)

29F, 1 Chome-9-10,

ARK Hills Sengokuyama Mori Tower
Roppongi, Minato City,

Tokyo 106-0032, Japan

(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒    Form 40-F ☐

Change in Company’s Certifying Accountants

CTW Cayman (the “Company”) announced the appointment of Golden Ocean FAC PAC (“Golden Ocean”) as its new independent registered public accounting firm to audit the Company’s consolidated financial statements, effective September 5, 2025. The appointment was made after a careful and thorough evaluation process and has been recommended and approved by the audit committee of the Company’s Board of Directors, and subsequently approved by the Company’s Board of Directors.

Golden Ocean succeeds YCM CPA INC. (“YCM”), the Company’s previous independent registered public accounting firm. On September 5, 2025, YCM was dismissed as the independent registered public accounting firm for the Company. The audit reports of YCM on the consolidated financial statements of the Company as of July 31, 2024 and 2023 and for each of the two years then ended, did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

During the Company’s most recent fiscal year ended July 31, 2024 and through September 5, 2025, the date of dismissal, (a) there were no disagreements with YCM 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 YCM, would have caused it to make reference thereto in its reports on the financial statements for such years and (b) there were no “reportable events” as described in Item 304(a)(1)(v) of Regulation S-K.

During the two most recent fiscal years ended July 31, 2024 and 2023 and any subsequent interim periods through the date hereof prior to the engagement of Golden Ocean, neither the Company, nor someone on its behalf, has consulted Golden Ocean regarding: (i) either: the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and either a written report was provided to the Company or oral advice was provided that the new independent registered public accounting firm 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 paragraph 304(a)(1)(iv) of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K.

On September 5, 2025, the Company provided YCM with a copy of this Current Report and has requested that it furnish the Company with a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements. A copy of such letter is attached as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K.

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Exhibit Index

Exhibit No.		Description
99.1		Letter to SEC from YCM CPA INC. dated September 5, 2025

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: September 11, 2025	CTW Cayman
	By:	/s/ Patrick Liu
	Name:	Patrick Liu
	Title:	Chief Financial Officer

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FAQ

What change in auditor did CTW Cayman (CTW) announce?

CTW Cayman appointed Golden Ocean FAC PAC as its new independent registered public accounting firm effective September 5, 2025. Golden Ocean will audit the company’s consolidated financial statements, succeeding CPA INC., which was dismissed as the previous independent auditor on the same date.

Why was CTW Cayman’s previous auditor CPA INC. dismissed?

CPA INC. was dismissed as CTW Cayman’s independent auditor on September 5, 2025 following a “careful and thorough evaluation process” approved by the audit committee and board. The company does not cite any disagreements or reportable events as reasons for the change in audit firm.

Did CTW Cayman report any disagreements with CPA INC. before the auditor change?

CTW Cayman states there were no disagreements with CPA INC. on accounting principles, financial statement disclosure, or audit scope and procedures. It also reports no “reportable events” under Item 304(a)(1)(v) of Regulation S-K during the period up to dismissal.

What were CPA INC.’s opinions on CTW Cayman’s past financial statements?

CPA INC.’s audit reports on CTW Cayman’s consolidated financial statements for the years ended July 31, 2024 and 2023 did not contain adverse opinions or disclaimers of opinion. They were also not qualified or modified regarding uncertainty, audit scope, or accounting principles, according to the company’s disclosure.

Did CTW Cayman consult Golden Ocean FAC PAC before appointing it as auditor?

CTW Cayman reports that, in the two most recent fiscal years and interim periods before engaging Golden Ocean FAC PAC, neither it nor anyone on its behalf consulted Golden Ocean on applying accounting principles, potential audit opinions, or any matters involving disagreements or reportable events under Regulation S-K.