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Advasa Holdings (ADBT) investor gains sole voting power after 2025 share swap

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Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

Advasa Holdings, Inc. (ADBT) has a major shareholder disclosure from Tatsuya Akimoto on Schedule 13D. Akimoto reports beneficial ownership of 135,454,900 shares of Advasa common stock, representing 27.81% of the 487,065,702 shares stated as outstanding in a recent quarterly report.

The shares were received on August 29, 2025 under a share exchange agreement in which Advasa Holdings acquired 96.6% of Advasa Co., Ltd. from its shareholders, including Akimoto, in exchange for Advasa shares. He holds sole voting and dispositive power over all reported shares. Akimoto states he may buy or sell additional shares depending on business, financial, market, and other factors but currently discloses no specific plans for mergers, major asset sales, board changes, or other control-related transactions.

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Shares beneficially owned 135,454,900 shares Common stock of Advasa Holdings, Inc. reported by Tatsuya Akimoto
Percent of class 27.81% Portion of Advasa common stock represented by 135,454,900 shares
Shares outstanding 487,065,702 shares Issued and outstanding Advasa common stock per Form 10-Q filed August 12, 2026
Sole voting power 135,454,900 shares Shares over which Akimoto has sole voting power
Sole dispositive power 135,454,900 shares Shares over which Akimoto has sole dispositive power
Advasa Co., Ltd. ownership acquired 96.6% Ownership interest in Advasa Co., Ltd. acquired by Advasa Holdings under the share exchange
Date of share exchange agreement August 29, 2025 Date of the share exchange agreement under which Akimoto received Advasa shares
Date of event requiring filing August 11, 2026 Event date that triggered the Schedule 13D filing
Schedule 13D regulatory
"This is being filed by Tatsuya Akimoto (the "Reporting Person")."
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
beneficial owner regulatory
"the Reporting Person is the beneficial owner of 135,454,900 shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
sole voting power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: Sole Voting Power 135,454,900.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
sole dispositive power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: Sole Dispositive Power 135,454,900.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
share exchange agreement financial
"pursuant to a share exchange agreement between the Issuer and Advasa, Co., Ltd."
A share exchange agreement is a legal deal where shareholders trade their shares in one company for shares in another, commonly used in mergers, acquisitions or corporate reorganizations. Think of it like swapping ownership cards in a game: the swap can change who controls the business, how many shares each person owns, and the value and liquidity of those holdings, so investors need to understand the exchange ratio, potential dilution and long-term impact on value and voting power.
percent of class financial
"Percent of class represented by amount in Row (11) 27.81 %"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

FAQ

How much of Advasa Holdings, Inc. (ADBT) does Tatsuya Akimoto own?

Tatsuya Akimoto reports beneficial ownership of 135,454,900 shares of Advasa Holdings, Inc. common stock, representing approximately 27.81% of the company’s 487,065,702 issued and outstanding common shares, based on the company’s Form 10-Q filed on August 12, 2026.

How did Tatsuya Akimoto acquire his shares of ADBT?

He received 135,454,900 shares of Advasa common stock through a share exchange agreement dated August 29, 2025, when Advasa Holdings acquired 96.6% of Advasa Co., Ltd. from its shareholders, including Akimoto, in exchange for Advasa Holdings shares.

What control does Tatsuya Akimoto have over his ADBT shares?

The filing states that Tatsuya Akimoto has sole voting power and sole dispositive power over 135,454,900 Advasa common shares, with 0 shares subject to shared voting or dispositive power.

Does the Schedule 13D state any plans by Akimoto to change control of ADBT?

The filing states Akimoto may buy or sell Advasa securities depending on various factors but, apart from that investment flexibility, he reports no current plans for mergers, major asset sales, board changes, capitalization changes, or other actions listed in the Schedule 13D items.

Has Tatsuya Akimoto traded ADBT shares recently?

The Schedule 13D states that during the past 60 days, Tatsuya Akimoto has not effectuated any transactions in Advasa Holdings, Inc. common stock.

What key transaction involving Advasa Co., Ltd. is disclosed for ADBT?

A share exchange agreement dated August 29, 2025 is disclosed, under which Advasa Holdings, Inc. acquired a 96.6% ownership interest in Advasa Co., Ltd. in exchange for issuing shares to Advasa Co., Ltd.’s shareholders, including Tatsuya Akimoto.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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00783R103

(CUSIP Number)
Tatsuya Akimoto
c/o Advasa Holdings, Inc.,, 1-2-7 Moto-Akasaka, Minato-ku,
Tokyo, M0, 107-0051
81-03-6868-5538

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
08/11/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
As to Item 4 immediately above, the shares of common stock held by the Reporting Person were acquired on August 29, 2025, pursuant to a share exchange agreement between the Issuer and Advasa, Co., Ltd. ("Advasa Japan") and Advasa Japan's shareholders, pursuant to which the Issuer acquired 96.6% ownership interest in Advasa Japan from Advasa Japan's shareholders (one of which was the Reporting Person) in exchange for shares of the Issuer. As to Item 13 immediately above, the percentage is based on 487,065,702 common stock shares issued and outstanding as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 12, 2026.


SCHEDULE 13D


Tatsuya Akimoto
Signature:/s/ Tatsuya Akimoto
Name/Title:Tatsuya Akimoto
Date:08/18/2026