Every 8-K that Reborn Coffee (REBN) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow REBN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full REBN filings page.
Reborn Coffee, Inc. (REBN) reported that its Board of Directors approved an increase in the size of the Board from seven members to eight members on September 3, 2026.
On the same date, the Board appointed James Lim and Edward Park to fill existing vacancies, including the vacancy created by the Board-size increase. Before these appointments, the Board had six directors. Lim and Park will serve until the next annual stockholder meeting or until successors are duly appointed and qualified or upon earlier termination of service. They are not currently assigned to any Board committees, will receive no compensation for their service as directors, and their selection was not made pursuant to any arrangement or understanding with any other person. The company states that neither has engaged in any transaction requiring disclosure as a related party transaction under Item 404(a) of Regulation S-K.
Reborn Coffee, Inc. (REBN) reports that Nasdaq has notified the company it is out of compliance with Nasdaq Listing Rule 5250(c)(1) because it has not filed its Quarterly Report on Form 10-Q for the period ended June 30, 2026. Reborn Coffee has 60 calendar days to submit a plan to regain compliance; if Nasdaq accepts the plan, the company may receive up to 180 calendar days from the Form 10-Q due date, or until February 16, 2027, to regain compliance.
The notice has no immediate effect on the listing of Reborn Coffee’s common stock on Nasdaq, and the company states it intends to take the necessary steps to regain compliance, though it cautions there is no assurance it will do so within any required timeframe. The press release also highlights previously disclosed risks, including the company’s ability to continue as a going concern, as described in its Form 10-K for the year ended December 31, 2025.
Reborn Coffee, Inc. entered into an Agricultural Import and Supply Agreement with The Mighty Oak, Inc. on August 10, 2026. The agreement sets the framework under which Reborn Coffee will import, purchase, store, and supply agricultural products to Mighty Oak, which will then supply these products to major U.S. markets and retailers using its vendor codes. The agreement guarantees an annual supply and import volume of $20,000,000, with both parties obligated to meet this minimum committed volume, subject to potential carryover of any shortfall to the following year by mutual written agreement. It has a two-year term from August 10, 2026, with automatic one-year renewals unless either party gives 60 days’ written notice of non-renewal. Title and risk of loss follow Incoterms® 2020 and remain with Reborn Coffee until delivery to Mighty Oak. During the agreement and for one year after termination, Mighty Oak is restricted from directly purchasing covered products from Reborn Coffee’s suppliers without prior written consent.
Reborn Coffee, Inc. filed an amended report to clarify leadership changes first reported earlier in June 2026. The company confirms that Jay Kim resigned not only as Co-Chief Executive Officer but also as Chief Financial Officer, Director, and from all other positions and responsibilities at Reborn Coffee and its subsidiaries, effective immediately upon Board acceptance on June 4, 2026.
Following this departure, Co-Chief Executive Officer Jung Jae Lim, who has served in that role since March 2026, has assumed full responsibilities as Chief Executive Officer. On June 15, 2026, the Board also appointed Mr. Lim as interim Chief Financial Officer and Principal Accounting Officer. The company states there are no arrangements or understandings with others related to his appointments, no family relationships with other directors or officers, and no material related-party transactions involving him requiring disclosure.
Reborn Coffee, Inc. announced a leadership change in which Jay Kim resigned as Co-Chief Executive Officer on June 4, 2026, and the Board accepted his resignation effective immediately. Co-Chief Executive Officer Jung Jae Lim, who has served in that role since March 2026, has assumed full responsibilities as Chief Executive Officer.
The Company highlights Mr. Lim’s more than 20 years of leadership experience in logistics and supply chain management and notes there is no family relationship between him and other directors or executive officers. The Board describes this as a natural leadership transition and states it expects no impact on day-to-day operations, expansion plans, franchise development initiatives, or financial reporting obligations.
The press release reiterates standard forward-looking statement cautions and refers investors to recent SEC filings, including the Form 10-Q for the first quarter of 2026, for detailed risk factors, noting prior disclosure of going concern risks related to recurring net losses and other business uncertainties.
Reborn Coffee, Inc. entered into a Securities Purchase Agreement for a private placement of common stock with aggregate gross proceeds of $21 million, split into two closings. The first closing covers 1,400,000 shares at $2.00 per share for $2.8 million, subject to Nasdaq raising no objections to the company’s Listing of Additional Securities Notification and other customary conditions.
The second closing provides for up to 9,100,000 additional shares at the same price for $18.2 million, expected after obtaining required stockholder approvals and satisfying closing conditions. Reborn Coffee plans to use net proceeds to fund flagship store expansion in key metropolitan markets, brand development, working capital, and the continued growth of its multi-channel distribution and operating capabilities.
Reborn Coffee, Inc. entered into an Amended and Restated Forbearance Agreement with the Arena Investors to reset the repayment plan for its 10% Original Issue Discount Secured Convertible Debentures. Arena previously agreed to waive and forbear from exercising remedies related to delayed payments and past defaults as of March 31, 2026.
Under the new plan, Reborn Coffee will pay $400,000 to Arena Investors and $25,000 to their counsel by April 30, 2026, then make $400,000 payments on the 30th of each month starting May 30, 2026. All remaining debenture amounts are to be paid by September 30, 2026, with an additional commitment to direct 70% of cash proceeds from any future securities sales toward outstanding debentures, up to the amount owed. The company also agreed to use commercially reasonable efforts to file a registration statement for shares underlying certain Arena-held warrants within 20 business days after its next Form 10-K filing.
Reborn Coffee, Inc. entered into a Forbearance Agreement with Arena Investors after a delay in paying amounts tied to a prior equity financing. Arena agreed to waive and forbear from exercising rights and remedies, and to waive any defaults or events of default under the secured convertible debentures as of March 31, 2026.
In return, Reborn committed to pay Arena $1,059,522 in cash by April 6, 2026, $400,000 by April 20, 2026, and $500,000 on the sixth day of each month starting in May 2026 until the debentures are fully repaid or converted. The company also issued Arena warrants to purchase 250,000 shares of common stock at $2.00 per share and agreed to file a registration statement covering the warrant shares and certain other warrants.
Reborn Coffee, Inc. reported governance changes, expanding its Board of Directors from six to seven members and appointing Alex Yeon on March 2, 2026 as the new independent director. He will also serve on the Audit Committee and will not receive compensation for his Board service.
On March 3, 2026, the Board named existing director Jung Jae Lim, age 59, as Co-Chief Executive Officer alongside Jay Kim, with no additional compensation. Lim brings more than 20 years of logistics and supply chain leadership experience and will focus on logistics, transportation, and scalable distribution infrastructure. In connection with this executive role, Lim resigned from the Audit Committee after the Board determined he no longer met independence standards under SEC and Nasdaq rules.
Reborn Coffee, Inc. reported receiving a notice from Nasdaq on February 19, 2026 stating it no longer met requirements for independent directors, its audit committee, and its compensation committee under Nasdaq Listing Rule 5605. The notice does not immediately affect trading of the company’s common stock on the Nasdaq Capital Market.
Nasdaq has granted a cure period lasting until the earlier of the next annual stockholder meeting or February 13, 2027, or until August 12, 2026 if the meeting occurs before that date. On February 20, 2026 the board reduced its size from seven to six members and appointed independent directors Charles C. Jeong and Mi Jeong Lee, which the company states remedies all deficiencies under Rule 5605. Mr. Jeong will chair the compensation committee and Ms. Lee will serve on the audit committee, and neither will receive board compensation.
Reborn Coffee, Inc. reported that three members of its Board of Directors have resigned. On February 11, 2026, Andy Nasim resigned from the Board and all committees, effective immediately. On February 13, 2026, Alex Guo and Mi Young Jeong also resigned from the Board and all committees, effective immediately.
Mr. Nasim had served as chairperson of the compensation committee and as a member of the audit committee. Mr. Guo was Vice Chairman of the Board, and Ms. Jeong was a member of the compensation committee. The company stated that the resignations were not the result of any disagreement regarding its operations, policies, practices, accounting, or financial reporting.
Reborn Coffee, Inc. entered into two equity subscription agreements with accredited investors to raise new capital through unregistered common stock sales. On October 20, 2025, the company agreed to issue 825,688 shares of common stock to Charles Jeong at $5.45 per share, with payments of $1,000,000 on October 20, October 30, and November 14, 2025, and $1,500,000 on December 24, 2025. On November 14, 2025, it agreed to issue 366,972 shares to Zonglin Guo at the same price, with payments of $500,000 on November 20, 2025 and $1,500,000 on December 15, 2025. The company plans to use the net proceeds from both transactions for working capital and general corporate purposes. The shares are being issued in private placements relying on Section 4(a)(2) and Rule 506(b) exemptions and are restricted securities not registered under the Securities Act.
Reborn Coffee, Inc. (REBN) reported the results of its annual stockholder meeting held on November 20, 2025. As of the October 2, 2025 record date, 5,967,107 shares of common stock were outstanding, and holders of 4,125,412 shares were present in person or by proxy, representing 69.13% of the outstanding shares and establishing a quorum.
Stockholders elected seven directors — Farooq M. Arjomand, Jay Kim, Dennis R. Egidi, Jung Jae Lim, Andy Nasim, Mi Young Jeong, and Alex Guo — to serve until the 2026 annual meeting or until their successors are in place. Each nominee received over 2.75 million votes “for,” with relatively few votes withheld and no broker non-votes reported on this proposal.
Stockholders also ratified BCRG Group as the company’s independent registered public accounting firm for the year ending December 31, 2025, with 4,048,719 votes for, 75,372 against, and 1,321 abstentions. A proposal to adjourn the meeting to solicit additional proxies was withdrawn because the main proposals had already been approved.
Reborn Coffee (REBN) announced the resignation of its Chief Financial Officer, Stephan Kim, effective October 31, 2025. The company stated the departure was not due to any disagreement regarding operations, policies, accounting practices, or financial reporting.
Chief Executive Officer Jay Kim will assume the responsibilities of Chief Financial Officer and serve as the company’s principal financial officer and principal accounting officer on an interim basis until a replacement is found.
Reborn Coffee, Inc. reported several changes to its Board of Directors. On October 1, 2025, directors Sehan Kim and Jennifer Tan resigned from the Board and all committees, effective immediately, and the company stated their resignations were not due to any disagreement over operations, policies, or practices. On the same date, the Board approved an increase in its size from six to seven members, effective October 3, 2025. Effective that date, Jung Jae Lim, Mi Young Jeong, and Alex Gau were appointed to fill the vacancies and the new seat, each serving until the next annual stockholder meeting or until a successor is in place. The company disclosed that the new directors will not be compensated for Board service and have no family relationships, arrangements, or related-party transactions with existing directors or officers.
Reborn Coffee (REBN) filed an 8-K disclosing the fourth and final tranche of its convertible debt deal with Arena Investors. On 31 Jul 2025 the company issued $833,333 principal amount of 10% original-issue-discount secured convertible debentures, receiving $750,000 in cash. The notes convert at 92.5% of the lowest 5-day VWAP and accrue 10% PIK interest, rising on default.
As part of the closing, REBN granted (i) 136,483 warrants exercisable at 92.5% of the average of the lowest VWAPs prior to exercise and (ii) “Incentive Shares” worth $175,000, the share count set by the same 5-day VWAP. Warrant coverage for this tranche equals 40 % of principal, double the 20 % coverage in earlier closings, increasing potential dilution.
The transaction is a direct financial obligation and an unregistered securities issuance under Rule 506(b). Incentive Shares will be registered alongside shares underlying prior tranches’ debentures and warrants. Net proceeds must be allocated as specified in a side letter, though exact uses were not disclosed.
The deal supplies short-term liquidity but adds high-cost debt and significant future equity overhang, pressuring existing shareholders.