Invech Holdings shifts control in $291K sale

Invech Holdings (IVHI) has a new controlling shareholder and replaced its sole officer-director with Angel Javier Perez Jimenez following a stock sale by Stephen Ken Adair.

Rhea-AI Filing Summary

Invech Holdings, Inc. (IVHI) reported a change in control and a complete leadership transition. On August 10, 2026, then‑controlling shareholder Stephen Ken Adair agreed to sell 88,000,000 common shares at $0.0033 per share and 300,000 shares of Series A Preferred Stock at $0.0033 per share to Angel Javier Perez Jimenez for total consideration of $291,390, all paid to Adair and not to the company.

The transfers were completed on August 24, 2026, when ownership changes were recorded by the transfer agent and Perez Jimenez became the controlling shareholder. In connection with this change in control, effective August 10, 2026, Adair resigned from all roles, including President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and sole Director, and the company states his resignation did not result from any disagreement regarding operations, policies or practices.

Effective the same date, Angel Javier Perez Jimenez, age 32, was appointed President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and sole Director. He has an industrial engineering background with experience in operations and process optimization in Venezuela and Colombia, and the company states there is no employment agreement or other compensatory arrangement with him and no disclosed related‑party transactions beyond the stock purchase agreements.

8-K Event Classification

3 items: 5.01, 5.02, 9.01

3 items

Item 5.01 Changes in Control of Registrant Governance

A change in control of the company occurred, such as through a merger, takeover, or management buyout.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Common shares sold: 88,000,000 shares Series A Preferred shares sold: 300,000 shares Per-share purchase price: $0.0033 per share +5 more

8 metrics

Common shares sold 88,000,000 shares Common stock sold by Stephen Ken Adair to Angel Javier Perez Jimenez on August 10, 2026

Series A Preferred shares sold 300,000 shares Series A Preferred Stock sold by Stephen Ken Adair to Angel Javier Perez Jimenez on August 10, 2026

Per-share purchase price $0.0033 per share Price for both common stock and Series A Preferred Stock in the stock purchase agreements

Aggregate purchase price – common $290,400 Consideration for 88,000,000 common shares sold to Angel Javier Perez Jimenez

Aggregate purchase price – preferred $990 Consideration for 300,000 Series A Preferred shares sold to Angel Javier Perez Jimenez

Total consideration $291,390 Total paid by Angel Javier Perez Jimenez to Stephen Ken Adair under both stock purchase agreements

Effective appointment date August 10, 2026 Date Angel Javier Perez Jimenez was appointed as all principal officers and sole Director

Transfer completion date August 24, 2026 Date the share transfers were completed and recorded by the transfer agent

Key Terms

change in control, Series A Preferred Stock, Item 404(a) of Regulation S-K, emerging growth company, +1 more

5 terms

change in control financial

"The appointments were made in connection with the change in control described"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Series A Preferred Stock financial

"sell and transfer to Perez Jimenez 300,000 shares of the Company’s Series A Preferred Stock"

Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.

Item 404(a) of Regulation S-K regulatory

"no transactions involving Mr. Perez Jimenez that are required to be disclosed pursuant to Item 404(a) of Regulation S-K"

emerging growth company regulatory

"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ... Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

transfer agent financial

"transfers ... were completed and reflected on the records of the Company’s transfer agent"

A transfer agent is a financial service that keeps the official record of who owns a company's shares, handles the buying and selling of those shares on paper or electronically, and issues or cancels stock certificates. Think of it as the company’s records keeper and mailroom combined—investors rely on it to make sure dividends, shareholder mailings, ownership changes, and proxy voting are processed accurately and securely, which protects ownership rights and helps prevent errors or fraud.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What change in control did Invech Holdings, Inc. (IVHI) disclose?

Invech Holdings disclosed that on August 10, 2026, Stephen Ken Adair agreed to sell controlling interests consisting of 88,000,000 common shares and 300,000 Series A Preferred shares to Angel Javier Perez Jimenez. The transfers were completed on August 24, 2026, making Perez Jimenez the controlling shareholder.

How much did the new controlling shareholder pay for IVHI shares?

Angel Javier Perez Jimenez agreed to pay an aggregate of $291,390 to Stephen Ken Adair, consisting of $290,400 for 88,000,000 common shares at $0.0033 per share and $990 for 300,000 Series A Preferred shares at $0.0033 per share.

Did Invech Holdings (IVHI) receive any proceeds from the stock sale?

No. The company states that the entire $291,390 purchase price for the 88,000,000 common shares and 300,000 Series A Preferred shares was payable by Angel Javier Perez Jimenez to Stephen Ken Adair, and that no portion of the purchase price was payable to the company.

What management changes did IVHI announce with the change in control?

Effective August 10, 2026, Stephen Ken Adair resigned from all positions, including President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and sole Director. On the same date, Angel Javier Perez Jimenez was appointed to all of these roles and became the sole Director.

Did IVHI report any disagreements related to Stephen Ken Adair’s resignation?

The company states that Mr. Adair’s resignation was not the result of any disagreement with the company on any matter relating to its operations, policies or practices. This language indicates the departure was not reported as dispute‑driven.

Does Angel Javier Perez Jimenez have an employment agreement with IVHI?

No. The company states it has not entered into an employment agreement or other compensatory arrangement with Angel Javier Perez Jimenez in connection with his appointment as President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and sole Director.

Are there related-party transactions involving Angel Javier Perez Jimenez at IVHI?

The company states that, other than the Stock Purchase Agreements transferring 88,000,000 common shares and 300,000 Series A Preferred shares, there are no transactions involving Angel Javier Perez Jimenez that require disclosure under Item 404(a) of Regulation S‑K.

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

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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) August 10, 2026

INVECH HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Nevada		000-25553		41-4348617
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

7963 Broadwing Drive

Las Vegas, NV 89084

(Address of Principal Executive Offices) (Zip Code)

(725) 200-0178

(Registrant’s Telephone Number, Including Area Code)

1603 Capitol Ave

Suite 413 PMB 1777

Cheyenne, WY 82001

(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 following 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(g) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		IVHI		OTC

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. ☐

INVECH HOLDINGS, INC.

CURRENT REPORT

FORM 8-K

Item 5.01 Changes in Control of Registrant.

On August 10, 2026, Stephen Ken Adair (“Adair”), the then-controlling shareholder of Invech Holdings, Inc. (the “Company”), entered into two separate Stock Purchase Agreements with Angel Javier Perez Jimenez (“Perez Jimenez”) providing for the sale and transfer of Adair’s controlling equity interests in the Company.

Pursuant to the first Stock Purchase Agreement, Adair agreed to sell and transfer to Perez Jimenez 88,000,000 shares of the Company’s common stock, par value $0.001 per share, at a purchase price of $0.0033 per share, for an aggregate purchase price of $290,400.00. Pursuant to the second Stock Purchase Agreement, Adair agreed to sell and transfer to Perez Jimenez 300,000 shares of the Company’s Series A Preferred Stock at a purchase price of $0.0033 per share, for an aggregate purchase price of $990.00, together with all rights, preferences, privileges and voting rights associated with such shares. The aggregate consideration payable by Perez Jimenez to Adair under the two Stock Purchase Agreements was $291,390.00. No portion of the purchase price was payable to the Company.

On August 24, 2026, the transfer of the 88,000,000 shares of Common Stock and 300,000 shares of Series A Preferred Stock to Perez Jimenez was completed and reflected on the records of the Company’s transfer agent. As a result of the completion of those transfers, Perez Jimenez became the controlling shareholder of the Company.

The foregoing descriptions of the Stock Purchase Agreements are summaries only and are qualified in their entirety by reference to the full text of the documents filed as exhibits to this Current Report on Form 8-K.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers.

Effective August 10, 2026, Stephen Ken Adair resigned from all positions held with the Company, including as President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and sole Director. Mr. Adair’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Effective August 10, 2026, Angel Javier Perez Jimenez, age 32, was appointed to serve as the Company’s President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and sole Director. Mr. Perez Jimenez accepted each such appointment effective as of the same date.

Mr. Perez Jimenez is an industrial engineer with experience in operations management, process optimization, productivity, logistics and continuous improvement. Since 2021, he has served as a Process & Operations Engineer with Ingeniería Virwatt, C.A. in Caracas, Venezuela, where his responsibilities include analyzing and monitoring operational and engineering processes, developing and tracking key performance indicators, supporting project planning and maintenance activities, identifying opportunities for process improvement, preparing technical and operational reports, and coordinating activities among technical personnel, suppliers and clients. From 2019 to 2020, Mr. Perez Jimenez served as a Process & Production Analyst with Soporte Industrial Ingeniería y Consultoría S.A.S. in Cúcuta, Colombia, where he analyzed operational and production data, monitored production targets, supported planning and scheduling activities, and assisted with process documentation and continuous improvement projects. Mr. Perez Jimenez received a Bachelor’s Degree in Industrial Engineering from Universidad de Santander (UDES) in Cúcuta, Colombia in 2018. The appointments were made in connection with the change in control described under Item 5.01 above. The Company has not entered into an employment agreement or other compensatory arrangement with Mr. Perez Jimenez in connection with his appointment.

There are no family relationships between Mr. Perez Jimenez and any director or executive officer of the Company.

Other than the Stock Purchase Agreements and the transactions described in this Current Report, there are no transactions involving Mr. Perez Jimenez that are required to be disclosed pursuant to Item 404(a) of Regulation S-K, and there is no arrangement or understanding between Mr. Perez Jimenez and any other person pursuant to which he was selected as an officer or director of the Company.

2

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Common Stock Purchase Agreement dated August 10, 2026 between Stephen Ken Adair and Angel Javier Perez Jimenez.
10.2		Preferred Stock Purchase Agreement dated August 10, 2026 between Stephen Ken Adair and Angel Javier Perez Jimenez.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: September 15, 2026

	INVECH HOLDINGS, INC.
	By:	/s/ Angel Javier Perez Jimenez
	Name:	Angel Javier Perez Jimenez
	Title:	Chief Executive Officer

4

Filing Exhibits & Attachments

6 documents

Agreements & Contracts

• EX-10.1 COMMON STOCK PURCHASE AGREEMENT 30.7 KB
• EX-10.2 PREFERRED STOCK PURCHASE AGREEMENT 31.8 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 3.2 KB
• EX-101 XBRL LABEL FILE 35.1 KB
• EX-101 XBRL PRESENTATION FILE 24.3 KB
• EX-101 XBRL DEFINITION FILE 25.6 KB