[8-K] Hanryu Holdings, Inc. Common Stock Reports Material Event

Rhea-AI Filing Summary

Global Interactive Technologies (NASDAQ:GITS), formerly known as Hanryu Holdings, disclosed that the Korean Securities and Futures Commission (SFC) imposed a KRW 142.1 million ($104,750) administrative fine for securities regulation violations. The penalty stems from the company raising KRW 5.92 billion ($4.36 million) through issuing 462,847 common shares to 124 Korean investors between April-July 2023 without filing required securities registration statements.

The company filed a formal objection on January 2, 2025, which was dismissed on March 27, 2025. On June 24, 2025, GITS filed an administrative appeal, maintaining the sanction lacks merit. The fine remains unpaid pending appeal resolution. No sanctions were imposed on current management or directors.

Positive

• No sanctions imposed on current management or directors
• Fine amount relatively small ($104,750) compared to capital raised ($4.36M)

Negative

• Korean regulatory violation for failing to file securities registration statement
• Initial objection to fine was dismissed by regulators
• Raised $4.36M illegally from 124 Korean investors
• Potential impact on future Korean market operations

Insights

Securities Compliance Analyst

Korean regulatory violation reveals material compliance gaps in securities registration process, though financial impact remains contained.

The regulatory breach is significant as it involves systematic non-compliance with Korean securities laws, specifically the failure to file registration statements for public offerings exceeding KRW 1 billion threshold. The violation period spanning April-July 2023 involved substantial capital raising of approximately $4.36 million from 124 investors, far exceeding both the monetary and investor count thresholds. While the fine of $104,750 is relatively modest compared to the capital raised, the broader implications for future capital raising activities in Korea could be material. The company's decision to appeal suggests confidence in their legal position, but the initial objection's dismissal indicates potential challenges in overturning the ruling.

Risk Analyst

Regulatory violation poses reputational risks and potential constraints on future Korean market operations.

The violation of Korean securities regulations presents several risk vectors: First, the unresolved regulatory status could impact future capital raising capabilities in Korea. Second, while the monetary penalty is manageable, the company's decision to contest rather than comply could prolong regulatory scrutiny. The absence of sanctions against current management is a mitigating factor, suggesting the violation may be technical rather than intentional. However, the company's evaluation of the regulatory action's impact remains pending, indicating potential uncertainty about longer-term consequences.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 24, 2025

GLOBAL INTERACTIVE TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware		001-41763		88-1368281
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

160, Yeouiseo-ro, Yeongdeungpo-gu Seoul, Republic of Korea		07231
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: +82-2564-8588

(Former name or former address if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the follow provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.001 per share		GITS		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On November 6, 2024, the Securities and Futures Commission (“SFC”) under the Financial Services Commission of the Republic of Korea imposed an administrative fine of KRW 142.1 million (or approximately $104,750) against Hanryu Holdings, Inc. (“Hanryu Holdings”), now known as Global Interactive Technologies, Inc. (the “Company”), for violations of Korean securities regulations.

The fine was issued pursuant to Article 119(1) and Article 429(1)(2) of the Capital Market and Financial Investment Business Act and Article 25 of the Regulations on Capital Market Investigations, in connection with a failure to submit a securities registration statement.

Under Korean law, a public offering is deemed to occur when securities are solicited from 50 or more investors.

If the total offering amount over the preceding 12 months exceeds KRW 1 billion (or approximately $737,250) and a securities registration statement has not been submitted, then further public offerings by the issuer in Korea are prohibited under Korean law unless such report is duly filed and accepted by the Financial Services Commission.

Between April 20, 2023 and July 31, 2023, Hanryu Holdings raised approximately KRW 5.92 billion (or approximately $4,364,250) through the issuance of 462,847 common shares to 124 Korean investors without submitting a securities registration statement.

On January 2, 2025, the Company filed with the SFC a formal objection to the regulatory sanction. On March 27, 2025, the SFC dismissed the objection. In accordance with Korean administrative law, the Company retains the right to seek further redress by filing an appeal. On June 24, 2025, the Company filed an administrative appeal challenging the sanction as the Company believes that the sanction is without merit and has adequate defenses.

To date, the Company has not paid the administrative fine because the fine is the subject of the appeal.

The SFC has not imposed any sanctions or restrictions on any member of current management or on any currently serving directors.

The Company is evaluating the impact of the regulatory action.

Item 9.01 Financial Statements and Exhibits.

(a) Exhibits.

Exhibit No.		Description
104		Cover Page Interactive Data (embedded within the Inline XBRL document).

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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 hereunto duly authorized.

	GLOBAL INTERACTIVE TECHNOLOGIES, INC.
Dated: June 25, 2025	By:	/s/ Taehoon Kim
		Name:	Taehoon Kim
		Title:	Chief Executive Officer

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FAQ

What is the amount of the fine imposed on GITS by Korean regulators?

The Securities and Futures Commission imposed an administrative fine of KRW 142.1 million (approximately $104,750) on the company.

How much capital did GITS raise without proper registration in Korea?

Between April-July 2023, the company raised KRW 5.92 billion (approximately $4,364,250) through issuing 462,847 common shares to 124 Korean investors.

Has GITS paid the administrative fine imposed by Korean regulators?

No, the company has not paid the administrative fine as it is currently subject to an appeal filed on June 24, 2025.

Were any sanctions imposed on GITS's current management team?

No, the SFC has not imposed any sanctions or restrictions on any member of current management or on any currently serving directors.