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 March 2026
Commission File Number: 001-42014
TOP WEALTH GROUP HOLDING LIMITED
(Translation of registrant’s name into English)
Units 714 & 715
7F, Hong Kong Plaza
Connaught Road West
Hong Kong
Tel: +852 36158567
(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 Registrant’s Certifying
Accountant
| (a) | Release of independent registered public accounting firm |
On February 19, 2026, the audit committee of the
board of directors of Top Wealth Group Holding Limited (the “Company”) resolved to release Audit Alliance LLP (“AA”)
as the Company’s independent registered public accounting firm, effective February 19, 2026.
During the two recent fiscal years and through
the subsequent period preceding the release, AA has neither provided any adverse opinion or qualifications on the Company’s financial
statements nor had a disagreement with the Company since their engagement on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements that, if not resolved to AA’s satisfaction, would have
caused AA to make reference to the subject matter of the disagreement in connection with its reports on the Company’s financial
statements for such periods.
During the two most recent fiscal years and through
the subsequent period preceding the release, there was no “reportable event” as that term is described in Item 304(a)(1)(v)
Regulation S-K.
The Company has provided AA with a copy of the
disclosure contained herein, prior to its filing with the U.S. Securities and Exchange Commission (the “SEC”). AA has furnished
the Company a letter addressed to the SEC stating whether or not it agreed with the statements herein. The letter is attached hereto as
Exhibit 16.1.
| (b) | New independent registered public accounting firm |
On February 19, 2026, the Company has engaged
AssentSure PAC (“AssentSure”) as its independent registered public accounting firm to audit the Company’s consolidated
financial statements as of and for the fiscal year ended December 31, 2025. The decision to engage AssentSure as the Company’s independent
registered public accounting firm was approved by the audit committee of the board of directors of the Company.
During the two most recent fiscal years and through
the date of the engagement, the Company has not consulted with AssentSure regarding any of the following:
| 1. | The application of accounting principles to any specified
transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements. |
| 2. | The type of audit opinion that might be rendered on the Company’s
financial statements by AssentSure, in either case where written or oral advice provided by AssentSure would be an important factor considered
by the Company in reaching a decision as to any accounting, auditing or financial reporting issues. |
| 3. | Any matter that was either the subject of a disagreement
(as defined in Item 304(a)(1)(iv) Regulation S-K and the related instructions thereto) or a “reportable event” (as described
in Item 304(a)(1)(v) Regulation S-K). |
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 16.1 |
|
Letter of Audit Alliance LLP |
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: March 2, 2026 |
Top Wealth Group Holding Limited |
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|
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By: |
/s/ Kim Kwan Kings, WONG |
| |
Name: |
Kim Kwan Kings, WONG |
| |
Title: |
Chief Executive Officer and Chairman |
