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 July 2026
Commission File Number: 001-42153
TOYO Co., Ltd
Tennoz First Tower, F16
2-2-4, Higashi-Shinagawa, Shinagawa-ku
Tokyo, Japan 140-0002
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form
40-F ☐
Departure of Director and Principal Officer
On June 30, 2026, Mr. Raymond
Chung resigned from his position as the Chief Financial Officer and a director of TOYO Co., Ltd, a Cayman Islands exempted company (“we,”
“us” or the “Company”), effective immediately. Mr. Chung’s resignation was not the result
of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Appointment of Director and Principal Officer
On June 30, 2026, the board
of directors of the Company appointed Mr. Yasunari Harada as the Chief Financial Officer and a director of the Company, effective July
1, 2026. In connection with the appointment, on July 1, 2026, the Company entered into an employment agreement and an indemnification
agreement with Mr. Harada. The terms of the agreements are consistent with the Company’s standard arrangements for its directors
and executive officers.
The following sets forth certain
information concerning the past employment history of Mr. Harada and his qualifications to serve as a director of the Company:
Mr. Yasunari Harada
serves as our Chief Financial Officer and a director. Mr. Harada has over 30 years’ experience in management and international finance,
with a focus on the financial sector. Mr. Harada has served as a director of Khan Bank since October 2022. From December 2021 to June
2026, Mr. Harada served as the President and Representative Director of HS Holding Co., Ltd and has served as an advisor of HS Holding
Co., Ltd since June 2026. From June 2022 to June 2026, Mr. Harada served as a director of JSC Solid Bank. From March 2022 to June 2026,
Mr. Harada served as a director of Kyrgyzkommertsbank. From December 2021 to June 2026, Mr. Harada served as a director of H.S. International
(Asia) Limited. From December 2021 to July 2022, Mr. Harada served as an advisor to Japan Kikan Capital and was a partner from July 2021
to December 2021. From February 2013 to July 2021, Mr. Harada was a Managing Director at Société Générale
Securities, Tokyo Branch focusing on the financial sector. From July 2008 to February 2013, Mr. Harada was a Managing Executive Officer
at Renaissance Capital Group Co., Ltd focusing on corporate restructurings. From February 2004 to July 2008, Mr. Harada was an Executive
Director at BNP Paribas Securities, Tokyo Branch focusing on the financial sector. From August 2001 to February 2004, Mr. Harada served
as Vice President at Morgan Stanley Securities, Tokyo Branch focusing on the financial sector and corporate restructurings. Mr. Harada
began his career with the Industrial Bank of Japan in 1992. Mr. Harada has a bachelor of laws degree from Kyushu University and is fluent
in Japanese and English.
We believe Mr. Harada is qualified
to serve as our director because of his extensive experience in management and international finance.
Copies of the form of the
employment agreement and the form of the indemnification agreement are attached as Exhibits 10.1 and 10.2, respectively, to this Report on Form 6-K and
are incorporated herein by reference. The foregoing descriptions of the employment agreement and the indemnification agreement do not
purport to be complete and are subject to, and are qualified in their entirety by, the full text of the employment agreement and the indemnification
agreement.
On July 1, 2026, the Company
issued a press release announcing the appointment of Mr. Harada as the Chief Financial Officer and a director of the Company. A copy of
the press release is attached as Exhibit 99.1 to this Report on Form 6-K and is incorporated herein by reference.
INCORPORATION BY REFERENCE
This Report on Form 6-K is
hereby incorporated by reference in the Company’s registration statements on Form F-3 (File Nos. 333-290952
and 333-296846) and Form S-8 (File
No. 333-284642) to the extent not superseded by documents or reports subsequently filed or furnished.
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 10.1 |
|
Form
of Employment Agreement (incorporated by reference to Exhibit 10.1 to the Report on Form 6-K filed by the Company with the SEC on March
25, 2026) |
| 10.2 |
|
Form
of Indemnification Agreement (incorporated by reference to Exhibit 10.2 to the Report on Form 6-K filed by the Company with the SEC on
March 25, 2026) |
| 99.1 |
|
Press release dated July 1, 2026 |
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.
| |
TOYO Co., Ltd |
| |
|
| |
By: |
/s/ Takahiko Onozuka |
| |
Name: |
Takahiko Onozuka |
| |
Title: |
Director and Chief Executive Officer |
Date: July 6, 2026
Exhibit 99.1
TOYO Appoints Yasunari Harada as Chief Financial
Officer and A Director
TOKYO, Japan, July 1, 2026 – TOYO Co., Ltd
(Nasdaq: TOYO) (OTC: TOYWF), (“TOYO” or the “Company”), a solar manufacturing company, today announced the appointment
of Yasunari Harada as Chief Financial Officer and a director of the Company, effective July 1. Mr. Harada, a seasoned executive with over
30 years of senior leadership at leading investment banks, will play a central role in strengthening the Company’s financial strategy,
investor relations and capital markets engagement. Mr. Harada is replacing Taewoo “Raymond” Chung, who resigned as Chief Financial
Officer and a director, effective June 30, 2026.
Mr. Harada’s career spans some of the most
respected institutions in global finance. He began at The Industrial Bank of Japan before holding senior roles as Vice President at Morgan
Stanley Securities, Executive Director at BNP Paribas Securities, and Managing Director & Head of Financial Institutions at Société
Générale Securities in Tokyo. He has served on the boards of financial institutions across Asia and Central Asia, including
Kyrgyzkommertsbank, Solid Bank, and Khan Bank. Mr. Harada holds a bachelor of law degree from Kyushu University and is fluent in Japanese
and English.
“Yasunari’s appointment marks a defining
moment for TOYO,” said Mr. Takahiko Onozuka, Chief Executive Officer. “His extensive experience will be instrumental as we
refine our financial strategy, deepen our engagement with the investment community, and expand our institutional footprint. We also extend
our sincere gratitude to Mr. Chung for his dedicated service to TOYO, and wish him every success in his future endeavors.”
Mr. Harada’s appointment strengthens a leadership
team already positioned for the next phase, bringing world-class financial discipline, cross-border capital markets access, and the credibility
of a career built at globally recognized institutions.
“TOYO has a strong foundation, and I am
dedicated to helping drive our growth,” said Mr. Harada. “I look forward to working closely with Mr. Onozuka and the entire
team to build shareholder value, strengthen our financial position, and demonstrate TOYO’s potential to the global investment community.”
About TOYO Co., Ltd.
TOYO is a solar manufacturing company that is
committed to becoming a vertically integrated solar manufacturer in the global market, integrating the upstream production of wafers and
silicon, midstream production of solar cells, downstream production of photovoltaic modules, and potentially other stages of the solar
power supply chain. TOYO is well-positioned to produce high-quality solar cells and modules at a competitive scale and cost.
Forward-Looking Statements
Statements in this press release about future
expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking
statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “look
forward to,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,”
“may,” “plan,” “potential,” “predict,” “project,” “should,” “target,”
“will,” “would” and similar expressions are intended to identify forward-looking statements, although not all
forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking
statements as a result of various important factors, including factors discussed in the section entitled “Risk Factors” in
TOYO’s annual report on Form 20-F, as well as discussions of potential risks, uncertainties, and other important factors in TOYO’s
subsequent filings with the U.S. Securities and Exchange Commission. Any forward-looking statements contained in this press release speak
only as of the date hereof. TOYO specifically disclaims any obligation to update any forward-looking statement, whether due to new information,
future events, or otherwise. Readers should not rely upon the information on this page as current or accurate after its publication date.
Contact Information:
For TOYO Co., Ltd.
IR@toyo-solar.com
Crocker Coulson
Email: crocker.coulson@aumadvisors.com
Tel: (646) 652-7185
