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

Rhea-AI Filing Summary

Global Interactive Technologies, Inc. (Nasdaq: GITS) filed an 8-K to disclose a series of material events affecting governance, operations and share-price volatility.

Capitalization: the company completed its IPO on 3 Aug 2023, raising roughly $8.8 million (≈$6 million from Korean investors and ≈$2 million from U.S. investors) with Aegis Capital as underwriter.

Governance overhaul: indications of financial mismanagement after the IPO prompted the board to remove the former CEO in Feb 2024; interim CEO Taehoon Kim subsequently dismissed the COO and CMO, replaced outside counsel and gained control of the Chase operating account in May 2024. A depleted balance triggered cooperation with regulatory and enforcement authorities. Two new directors were elected at the Dec 2024 AGM.

Strategic divestiture: on 28 Dec 2024 the company sold its entire stake in Hanryu Bank Co., Ltd.; no valuation or proceeds were disclosed.

Disclosure correction: earlier SEC filings erroneously listed investor Jaemen Lee as company President; management clarifies he has never held any officer or director role and owns <5 % of shares.

Unusual market activity: on 30 May 2025 the stock traded between $1.90-$3.12 on volume of 55.9 million shares—>1,800× the 30-day average (<30 k). Management states it is unaware of undisclosed material information and is cooperating with U.S. regulators.

The filing highlights substantial legacy control and cash-management risks but also shows active remediation by the new leadership. Lack of financial details on the subsidiary sale and current liquidity position leaves material uncertainty for investors.

Positive

• Board removal of former executives and installation of interim CEO reflects swift corrective action.
• Company is cooperating with regulatory and enforcement bodies, signaling transparency.
• Divestiture of Hanryu Bank may streamline operations and generate non-disclosed cash proceeds.

Negative

• Indications of financial mismanagement led to depletion of primary cash account.
• Unexplained 1-day trading surge raises risk of market manipulation investigations.
• No financial details provided on subsidiary sale, obscuring current liquidity.
• Repeated disclosure error regarding a non-executive investor highlights weak internal controls.

Insights

Financial Analyst

TL;DR: Filing reveals past mismanagement, cash depletion, and regulatory scrutiny; corrective actions underway but risk profile elevated.

The 8-K signals governance turmoil: the prior C-suite was ousted for cause after suspected misappropriation that exhausted the primary operating account. While new management has asserted control, no disclosure is made on current cash, recovery prospects or the consideration received for selling Hanryu Bank. That omission prevents a clear liquidity assessment. The unexplained 1-day volume spike (≈56 m shares) underscores volatility and potential market manipulation, inviting regulatory attention and possible enforcement outcomes. Overall, the remedial steps are positive but the combination of depleted cash and investigative overhang is likely to weigh on valuation in the near term.

Corporate Governance Expert

TL;DR: Board acted decisively, yet lingering control weaknesses and disclosure gaps pose ongoing governance concerns.

Replacing top management, revising bank signatories, electing new directors and correcting prior misstatements align with governance best practices. However, the fact that mischaracterizations (e.g., Mr. Lee’s fictitious presidency) slipped into both annual and quarterly reports points to deficiencies in disclosure controls. Full remediation will require an internal investigation, strengthened internal audit and possibly Sarbanes-Oxley 404 enhancements. Cooperation with regulators is essential, but investors should assume elevated monitoring costs and potential restatements until the company demonstrates sustained control effectiveness.

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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): July 2, 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 July 2, 2025, Global Interactive Technologies, Inc. (the “Company”) provided the following update regarding its initial public offering (“IPO”), prior management, and recent changes in control and operations:

IPO

On August 3, 2023, the Company, in its Press Release which was included in a current report on Form 8-K filed on August 4, 2023, disclosed that the Company closed its initial public offering. The Company raised approximately $8.8 million through its IPO. Of this amount, investors in Korea invested more than $6 million, and investors in the United States invested approximately $2 million. Aegis Capital Corp. was the Company’s underwriter for the IPO.

Management and Financial Issues

The prior chief executive officer (“CEO”), chief operating officer (“COO”), and chief marketing officer (“CMO”) were affiliated with the Company’s former largest shareholder. Following the IPO, the Company began to identify signs of possible financial mismanagement and failures to fund core business operations, which placed the Company at serious operational and financial risk. In response, in early 2024, certain members of the Board of Directors began working to resolve these issues, which included changing the authorized signers of the Company’s Chase Bank account. In February 2024, the Board voted to remove the prior CEO for cause relating to the identified concerns of management, and the Board appointed Taehoon Kim as interim CEO. Following his appointment, Mr. Kim terminated the employment of the COO and CMO. Mr. Kim also replaced the Company's legal counsel and retained new legal representation. At the Annual Shareholder Meeting held in December 2024, shareholders voted to elect two new directors to the Board.

Although new management succeeded in changing the authorized signers on the Company’s Chase Bank account in May 2024, the account already had been depleted by that time. The Company has cooperated with regulatory and enforcement authorities regarding the depleted account.

Sales of A Subsidiary Company

On December 28, 2024, the Company sold 100% of its ownership interest in Hanryu Bank Co., Ltd., formerly a wholly owned subsidiary of the Company.

Erroneous Characterization of Jaemen Lee as President

On April 29 and May 20, 2025, the Company, in “Short-Term Loan Payables” under Item 13. Certain Relationship and Related Transactions, and Director Independence Certain Relationship and Related Transactions and Financial Statement Note 10 – Short-term Loan Payables from Related Parties included in the Company’s Annual Report on Form 10-K filed on April 30, 2025 and in Note 8 – Short-term Loan Payables from Related Parties and Note 13 – Related Party Transactions in the Quarterly Report filed on May 20, 2025, disclosed that Jaemen Lee is the President of the Company. This disclosure was an error. Mr. Lee has never served as President of the Company and has never served as an officer or director of the Company. Mr. Lee is an experienced business person and investor in the company whose direct or indirect beneficial ownership interest is less than 5% of the company’s outstanding shares, and, therefore, is not subject to disclosure. Nevertheless, Mr. Lee has provided and continues to provide advice to members of management. As a matter of cultural deference consistent with Korean culture, the Chief Financial Officer referred to Mr. Lee as the Company’s President. That erroneous disclosure appeared only in the two filings identified above.

1

Market Trading in the Company’s Shares on May 30, 2025.

On May 30, 2025, the low, high and closing stock prices were $1.90, $3.12 and $2.41 respectively, and the volume was 55,931,300 shares. Over the preceding 30 days, the Company’s common shares traded in a price range of $0.95 and $1.61, and its average daily volume was less than 30,000 shares per day. The Company is not aware of any material non-public information or recent corporate developments that would account for such trading activity. Moreover, the Company has responded and will continue to respond to inquiries by United States securities regulators relating to the unusual trading activity, price movement and volume. To the extent that the Company learns of information that explains the unusual activity, then the Company will provide the information to relevant securities regulators. Management does not communicate on or monitor discussions on securities-centric internet message groups, chat rooms and websites.

Item 9.01 Financial Statements and Exhibits.

(a) Exhibits.

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

2

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: July 2, 2025	By:	/s/ Taehoon Kim
		Name:	Taehoon Kim
		Title:	Chief Executive Officer

3

FAQ

Why did Global Interactive Technologies (GITS) replace its CEO in February 2024?

The board removed the prior CEO for cause after identifying signs of financial mismanagement and funding failures.

How much did Global Interactive Technologies raise in its August 2023 IPO?

Approximately $8.8 million, with over $6 million from Korean investors and about $2 million from U.S. investors.

What happened to Global Interactive Technologies’ Chase Bank account?

By the time new management gained signature authority in May 2024, the account had already been depleted; the company is cooperating with authorities.

Why was Jaemen Lee incorrectly listed as President in prior SEC filings?

The term was used culturally by the CFO; the company confirms Mr. Lee has never been an officer or director and owns less than 5 % of shares.

What caused the extreme trading volume on 30 May 2025 for GITS stock?

Management states it is unaware of any material non-public information and is responding to regulator inquiries.

Did the company disclose proceeds from selling Hanryu Bank Co., Ltd.?

No, the 8-K states only that 100 % of the subsidiary was sold on 28 Dec 2024 without valuation details.