Trident Digital Tech (TDTH) names new auditor and reiterates control issues

Rhea-AI Filing Summary

Trident Digital Tech Holdings Ltd reported a change in its independent auditor. On January 5, 2026, the audit committee and board dismissed Marcum Asia CPAs LLP and appointed HYYH CPA LLC as the new independent registered public accounting firm for the fiscal year ended December 31, 2025. Marcum Asia’s audit reports on the 2023 and 2024 financial statements were clean, with no adverse opinions, disclaimers, or qualifications.

The company states there were no disagreements with Marcum Asia on accounting, disclosure, or audit procedures. However, it reiterates previously disclosed material weaknesses in internal control over financial reporting, including insufficient U.S. GAAP and SEC reporting expertise, a lack of robust period-end reporting policies for complex accounting, and inadequate IT general controls over access security, system changes, operations, and cybersecurity monitoring.

Insights

Audit & governance analyst

Auditor change is neutral on its own, but control weaknesses are a concern.

Trident Digital Tech Holdings Ltd replaced Marcum Asia CPAs LLP with HYYH CPA LLC as its independent auditor for the 2025 fiscal year. The company notes that Marcum Asia’s reports on the 2023 and 2024 financial statements were unqualified and that there were no disagreements over accounting principles, disclosures, or audit procedures. This language suggests the auditor change is presented as an orderly governance decision rather than a response to a specific dispute.

The more consequential element is the reaffirmed material weakness in internal control over financial reporting previously disclosed for the year ended December 31, 2024. The weaknesses include limited staff with U.S. GAAP and SEC reporting expertise, missing robust period-end reporting policies for complex accounting, and insufficient IT general controls over access, change management, operations, and cybersecurity monitoring. These areas touch the reliability of financial reporting, so progress on remediation, once disclosed, will be important for assessing reporting quality.

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 January 2026

Commission File Number: 001-41848

Trident Digital Tech Holdings Ltd

(Exact name of registrant as specified in its charter)

Suntec Tower 3,

8 Temasek Boulevard Road, #24-03

Singapore, 038988

(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 of Auditor

On January 5, 2026, the audit committee of the board of directors (the “Audit Committee”) of Trident Digital Tech Holdings Ltd (“we,” “us,” “our” or the “Company”) dismissed Marcum Asia CPAs LLP as our independent registered public accounting firm, effective on January 5, 2026.

The audit report of Marcum Asia CPAs LLP on the consolidated financial statements of the Company as of December 31, 2023 and 2024 and for the fiscal years ended December 31, 2023 and 2024 did not contain an adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles. The decision to change independent registered public accounting firm was recommended and approved by the Audit Committee and the board of directors of the Company.

During the fiscal years ended December 31, 2023 and 2024 and any subsequent interim period (as applicable) preceding the dismissal, there were no disagreements, as defined in Item 16F(a)(1)(iv) of Form 20-F, between us and Marcum Asia CPAs LLP on any matter of accounting matters, accounting principles or practices, financial statement disclosure, or auditing scope or procedure. There were no reportable events as defined in Item 16F(a)(1)(v)(A)-(D) of Form 20-F, other than the material weakness in our internal control over financial reporting as disclosed in our annual report on Form 20-F for the fiscal year ended December 31, 2024 filed with the SEC on April 28, 2025. The material weaknesses identified relate to i) lack of sufficient and competent accounting staff and resources with appropriate knowledge of U.S. GAAP and SEC reporting and compliance requirements; ii) lack of robust and formal period-end financial reporting policies and procedures in place to address complex U.S. GAAP technical accounting and the SEC reporting requirements; and iii) lack of sufficient controls designed and implemented in IT environment and IT general control activities, mainly associated with areas of access logical security, system change management, IT operations and cyber security monitoring activities.

On January 5, 2026, we engaged HYYH CPA. LLC, as our independent registered public accounting firm for the fiscal year ended December 31, 2025. The engagement of HYYH CPA. LLC was approved by our Audit Committee and the board of directors. During the fiscal years ended December 31, 2023 and 2024 and any subsequent interim periods (as applicable) prior to the engagement of HYYH CPA. LLC, neither we, nor someone on our behalf, have consulted HYYH CPA. LLC regarding:

a. the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on our consolidated financial statements, and neither a written report was provided to us or oral advice was provided that HYYH CPA. LLC concluded was an important factor considered by us in reaching a decision as to the accounting, auditing or financial reporting issue; or

b. any matter that was the subject of a disagreement, or any reportable event as described above.

We provided Marcum Asia CPAs LLP with a copy of the foregoing disclosure, and requested that Marcum Asia CPAs LLP furnish us with a letter addressed to the SEC stating whether it agrees with the above statements that relate to it, and if not, stating the respects in which it does not agree. We have received the requested letter from Marcum Asia CPAs LLP, a copy of which is included as Exhibit 99.1 to this Form 6-K.

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SIGNATURE

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.

	Trident Digital Tech Holdings Ltd
	By:	/s/ Soon Huat Lim
		Name:	Soon Huat Lim
		Title:	Chairman and Chief Executive Officer
Date: January 5, 2026

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EXHIBIT INDEX

Exhibit No.		Description
Exhibit 99.1		Letter from Marcum Asia CPAs LLP to the Securities and Exchange Commission, dated January 5, 2026.

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FAQ

What did Trident Digital Tech Holdings Ltd (TDTH) announce in this 6-K?

Trident Digital Tech Holdings Ltd disclosed that its audit committee and board dismissed Marcum Asia CPAs LLP as its independent registered public accounting firm and appointed HYYH CPA LLC as the new auditor for the fiscal year ended December 31, 2025.

Why did Trident Digital Tech (TDTH) change its independent auditor?

The company states that the decision to change auditors from Marcum Asia CPAs LLP to HYYH CPA LLC was recommended and approved by the audit committee and the board of directors. It also notes that there were no disagreements with Marcum Asia on accounting principles, financial statement disclosure, or auditing procedures.

Were there any disagreements between Trident Digital Tech (TDTH) and Marcum Asia CPAs LLP?

The company reports that during the fiscal years ended December 31, 2023 and 2024, and any subsequent interim period before the dismissal, there were no disagreements with Marcum Asia CPAs LLP on accounting matters, accounting principles or practices, financial statement disclosure, or audit scope or procedures.

What material weaknesses in internal control did Trident Digital Tech (TDTH) disclose?

The company references previously disclosed material weaknesses in internal control over financial reporting, including a lack of sufficient accounting staff with U.S. GAAP and SEC reporting knowledge, a lack of robust period-end financial reporting policies for complex U.S. GAAP and SEC requirements, and insufficient IT general controls over logical access security, system change management, IT operations, and cybersecurity monitoring.

How did Marcum Asia CPAs LLP respond to Trident Digital Tech’s (TDTH) disclosure?

Trident Digital Tech provided Marcum Asia CPAs LLP with the disclosure and requested a letter to the SEC confirming whether it agreed with the statements related to it. The company states that it received the requested letter, which is included as Exhibit 99.1.

Did Marcum Asia issue qualified audit opinions on Trident Digital Tech’s (TDTH) financials?

No. The company states that Marcum Asia’s audit reports on its consolidated financial statements as of December 31, 2023 and 2024, and for the fiscal years then ended, did not contain adverse opinions or disclaimers and were not qualified or modified as to uncertainty, audit scope, or accounting principles.