Business Context and Reporting Period
This Form 6-K filing by Pheton Holdings Ltd (a Cayman Islands company) covers the month of November 2025. The report discloses a change in the company's independent registered public accounting firm. The filing date is November 28, 2025.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on the termination of the auditor engagement and related internal control matters.
Material Changes Versus Prior Period
- Accountant Termination: On November 28, 2025, the company terminated its engagement with Marcum Asia CPAs LLP, who had served as the independent auditor since September 30, 2022.
- No Disagreements: The termination was not due to any disagreements regarding accounting principles, financial statement disclosures, or auditing scope.
- Audit Opinions: Marcum's reports for fiscal years ended December 31, 2024, 2023, and 2022 contained no adverse opinions, disclaimers, or qualifications.
Guidance, Risks, and Contingencies
Internal Control Weaknesses: During audits for fiscal years 2022 through 2024, Marcum identified material weaknesses in internal controls, including:
- Lack of sufficient in-house personnel with knowledge of U.S. GAAP and SEC reporting rules.
- Absence of formal policies for risk assessment and internal control frameworks.
- Deficiencies in information technology general controls, specifically regarding risk assessment, vendor management, system changes, backup/recovery, access controls, segregation of duties, password management, and cybersecurity.
Remediation: The company states it is in the process of implementing measures to address these identified weaknesses. No forward-looking financial guidance or outlook was provided in this filing.
Important Facts for Investor Verification
- Verify the identity of the new independent registered public accounting firm, if one has been appointed.
- Review the company's progress in remediating the material weaknesses in internal controls disclosed in the 2024 Form 20-F.
- Confirm that the termination of Marcum Asia CPAs LLP was not influenced by undisclosed disagreements or reportable events.
- Check subsequent filings for the appointment of a new auditor and the timeline for resolving internal control deficiencies.