Auditor WWC exits Triller Group (NASDAQ: ILLR) after going concern note

Rhea-AI Filing Summary

Triller Group Inc. reports that WWC, P.C. resigned as its independent registered public accounting firm effective January 28, 2026. WWC had been engaged to audit Triller’s consolidated financial statements for the year ended December 31, 2024.

WWC’s 2024 audit report did not contain an adverse or disclaimed opinion, nor qualifications on scope or principles, but included an explanatory paragraph about Triller’s ability to continue as a going concern. The company states WWC’s resignation was not the result of any violation of law or fraud identified during audit procedures.

Triller reports no disagreements with WWC on accounting principles, disclosures, or audit scope during 2024 and through January 28, 2026, and no reportable events other than a previously disclosed material weakness in internal control. WWC’s confirming letter to the SEC is filed as an exhibit.

Positive

• None.

Negative

• Independent auditor resignation amid going concern and material weakness – WWC’s exit following a going concern paragraph and with a previously disclosed material weakness in internal control represents a materially adverse development in perceived audit, control, and financial-stability risk.

Insights

Equity analyst – governance and audit risk

Auditor resignation plus going concern wording heightens perceived risk.

WWC, P.C. resigned as Triller Group Inc.’s independent auditor effective January 28, 2026, after issuing a 2024 opinion that included a going concern explanatory paragraph. The company indicates the resignation was not due to identified violations of law or fraud.

The filing states there were no disagreements on accounting principles, disclosures, or audit scope during 2024 and up to January 28, 2026, and no reportable events beyond a previously disclosed material weakness in internal control. This suggests existing control and liquidity concerns were already known rather than newly emerging.

Even without stated disagreements, a change in certifying accountant following a going concern paragraph and with an outstanding material weakness can be viewed as a negative governance and financial-stability signal. Investors often pay close attention to subsequent disclosures around replacing the auditor and remediation of that material weakness in future annual and quarterly reports.

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United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

January 28, 2026

Date of Report (Date of earliest event reported)

TRILLER GROUP INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-38909		33-1473901
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

7119 West Sunset Boulevard, Suite 782 Los Angeles, CA		90046
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 893-5090

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		ILLR		NASDAQ Capital Market
Warrants, each warrant exercisable for one-quarter of one share of Common Stock for $23.00 per full share		ILLRW		NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule

12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 4.01 Changes in Registrant’s Certifying Accountant.

On January 28, 2026, WWC, P.C. (“WWC”) notified the management and Audit Committee of Triller Group Inc., a Delaware corporation (the “Company”) of its decision to resign as the independent registered public accounting firm of the Company, effectively immediately. Although their audit was not designed to identify or detect violations of law or fraud, WWC’s resignation was not a result of any violation of law or fraud of the Company identified during its audit procedures to date.

WWC was previously engaged by the Company to audit the Company’s consolidated financial statements for the year ended December 31, 2024. WWC’s report on the financial statements of the Company for the year ended December 31, 2024 did not contain an adverse opinion or a disclaimer of opinion, nor was such report qualified or modified as to uncertainty, audit scope, or accounting principle, other than an explanatory paragraph regarding the Company’s ability to continue as a going concern.

During the Company’s fiscal year ended December 31, 2024 and the subsequent interim period from January 1, 2026 to January 28, 2026, (i) there were no disagreements between the Company and WWC with respect to any matter related to accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of WWC, would have caused WWC to make reference to the subject matter of the disagreements in connection with its report, and (ii) there were no “reportable events” as such term is defined in Item 304(a)(1)(v) of Regulation S-K except for the material weakness described in Item 9A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

The Company has provided WWC with a copy of this Current Report on Form 8-K prior to its filing with the SEC and requested that WWC furnish to the Company a letter addressed to the U.S. Securities and Exchange Commission stating whether or not WWC agrees with the above statements. A copy of such letter, dated February 2, 2026, is filed as Exhibit 16.1 to this current report on Form 8-K.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description
16.1		Letter from WWC, P.C.
104.0		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE

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

	TRILLER GROUP INC.
	By:	/s/ Shu Pei Huang, Desmond
		Name:	Shu Pei Huang, Desmond
		Title:	Acting Chief Financial Officer
Dated: February 2, 2026

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FAQ

Why did WWC resign as Triller Group Inc. (ILLR) auditor?

WWC, P.C. chose to resign as Triller Group’s independent registered public accounting firm effective January 28, 2026. The company states WWC’s decision was not the result of any violation of law or fraud identified during WWC’s audit procedures performed to date.

What did WWC’s 2024 audit report say about Triller Group (ILLR)?

WWC’s report on Triller Group’s 2024 financial statements did not include an adverse opinion or disclaimer and was not qualified on scope or principles. It did, however, contain an explanatory paragraph highlighting substantial doubt about the company’s ability to continue as a going concern.

Were there disagreements between Triller Group (ILLR) and WWC?

The company reports no disagreements with WWC during 2024 and through January 28, 2026 regarding accounting principles, financial statement disclosure, or audit scope or procedures. It notes that, absent such resolution, any disagreements would have been referenced by WWC in its audit report.

What reportable events did Triller Group (ILLR) disclose with WWC?

Triller Group states there were no reportable events as defined in Regulation S-K Item 304(a)(1)(v), other than a material weakness in internal control over financial reporting. That material weakness was previously described in Item 9A of the company’s Form 10-K for the year ended December 31, 2024.

How did Triller Group (ILLR) involve WWC in this 8-K disclosure?

Triller provided WWC with a draft of the disclosure and requested a letter addressed to the SEC stating whether WWC agreed with the statements. WWC’s response letter, dated February 2, 2026, is included as Exhibit 16.1, giving regulators direct confirmation of WWC’s position.

What is the significance of the going concern paragraph for Triller (ILLR)?

The going concern explanatory paragraph in the 2024 audit report indicates substantial doubt about Triller Group’s ability to continue operating. This highlights financial or liquidity pressures that may affect future operations and financing options until the underlying conditions are resolved or mitigated.