OCAC 8-K
Ocean Capital Acquisition Corp (OCAC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 4.01. Changes in Registrant’s Certifying Accountant.
Dismissal of YCM
On August 26, 2026, Ocean Capital Acquisition Corporation (the “Company”), with the approval of the audit committee (the “Committee”) of the Company’s board of directors (the “Board”) and the Board, dismissed YCM CPA INC. (“YCM”) as the Company’s independent registered public accounting firm, effective immediately. YCM’s audit reports on the Company’s financial statements for the fiscal years ended June 30, 2025 and 2024 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to audit scope or accounting principles. YCM’s audit reports on the Company’s financial statements for the fiscal years ended June 30, 2025 and 2024 contained an explanatory paragraph regarding substantial doubt about the Company’s ability to continue as a going concern.
During the fiscal years ended June 30, 2025 and 2024 and the subsequent interim period through the date of this Current Report on Form 8-K, there were (i) no disagreements with YCM on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of YCM, would have caused YCM to make reference thereto in connection with its reports on the financial statements for such years, and (ii) no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).
The Company has requested that YCM furnish it with a letter addressed to the U.S. Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of such letter, dated August 31, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
Appointment of HYYH
On August 27, 2026, with the approval of the Committee and the Board, the Company appointed HYYH CPA. LLC (“HYYH”) as the Company’s independent registered public accounting firm for the fiscal year ended June 30, 2026, effective immediately.
During the fiscal years ended June 30, 2025 and 2024 and the subsequent interim period through the date of this Current Report on Form 8-K, the Company did not consult with HYYH with regard to (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report was provided to the Company or oral advice was provided to the Company by HYYH that HYYH concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was subject to any disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are being filed herewith:
| Exhibit No. | Description | |
| 16.1 | Letter from YCM CPA INC., dated as of August 31, 2026, addressed to the Securities and Exchange Commission | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| 2 |
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 hereunto duly authorized.
| OCEAN CAPITAL ACQUISITION CORPORATION | ||
| Date: August 31, 2026 | By: | /s/ Kin (Stephen) Sze |
| Name: | Kin (Stephen) Sze | |
| Title: | Chief Executive Officer | |
| 3 |
Exhibit 16.1
August 31, 2026
U.S. Securities and Exchange Commission
Office of the Chief Accountant
100 F Street, NE
Washington, DC 20549
Re: Ocean Capital Acquisition Corporation
File No. 001-43334
Dear Sir or Madam:
We have read Item 4.01 of Form 8-K of Ocean Capital Acquisition Corporation dated August 31, 2026, and agree with the statements concerning our Firm contained therein.
Very truly yours,
/s/ YCM CPA INC.