STOCK TITAN

Vestand Inc. (NASDAQ: VSTD) adds $200,000 high-interest, Korea unit–secured loan

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Vestand Inc. entered into a new Loan Agreement with Good Mood Studio Inc. on March 17, 2026. The lender agreed to provide a $200,000 loan that carries 16% annual simple interest, with overdue amounts accruing interest at 18% per year.

The company must repay the full principal and accrued interest by September 16, 2026. The loan is secured by 100% of Vestand Inc.’s equity interest in Vestand Korea Co., Ltd., giving the lender rights to take ownership, sell, or exercise voting and economic rights over this collateral if an event of default occurs.

Positive

  • None.

Negative

  • None.

Insights

Vestand adds a small but expensive, fully secured loan.

Vestand Inc. has taken on a $200,000 loan at 16% simple annual interest from Good Mood Studio Inc., maturing on September 16, 2026. This is a short-term financing step with a clearly defined repayment schedule.

The loan is secured by 100% of Vestand’s equity interest in Vestand Korea Co., Ltd., meaning that subsidiary-level value supports the debt. If an event of default occurs under the agreement, the lender may assume ownership, sell, or exercise all voting and economic rights over this collateral.

The high interest rate and strong collateral package indicate that the lender required significant protection. Future disclosures in company filings may provide more detail on how this obligation interacts with Vestand’s broader liquidity and capital needs.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Loan principal $200,000 Principal amount of loan from Good Mood Studio Inc.
Base interest rate 16% per annum Simple interest on loan, actual/365 basis
Default interest rate 18% per annum Interest on overdue amounts from due date until paid
Maturity date September 16, 2026 Deadline to repay principal and all accrued interest
Collateral pledged 100% equity in Vestand Korea Co., Ltd. Security interest for the $200,000 loan
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
Emerging growth company regulatory
"Emerging growth company EXPLANATORY NOTE"
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.
Event of Default financial
"Upon the occurrence of an Event of Default (as provided in the Loan Agreement)"
An event of default is a specific breach of a loan or bond agreement—such as missed payments or breaking agreed rules—that gives lenders the legal right to act, for example by demanding immediate repayment, seizing collateral, or accelerating other obligations. For investors, it’s a red flag because it can sharply reduce a company’s ability to operate or raise money, like a car lender repossessing a vehicle after missed payments, and often leads to falling share or bond prices.
Collateral financial
"including all rights, dividends, distributions, and proceeds related thereto (the “Collateral”)."
Collateral is an asset a borrower pledges to a lender as security for a loan; if the borrower fails to repay, the lender can take the asset to recover losses. For investors, collateral matters because it reduces lender risk, influences interest rates and loan terms, and determines who gets paid first if a company faces financial trouble—think of it like a pawned item that gives the lender extra protection.
direct financial obligations regulatory
"Creation of a Direct Financial Obligations or an Obligation under an Off-Balance Sheet Arrangement"
false 0001898604 0001898604 2026-03-17 2026-03-17 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): March 17, 2026

 

Vestand Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41494   87-3941448

(State or other Jurisdiction

of Incorporation)

 

(Commission

File No.)

 

(IRS Employer

Identification No.)

 

104 Apple Blossom Cir.

Brea, CA 92821

(Address of principal executive offices and zip code)

 

(562) 727-7045

(Registrant’s telephone number, including area code)

 

Yoshiharu Global Co.

(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(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class A Common Stock, $0.0001 par value   VSTD  

The Nasdaq Stock Market LLC

(Nasdaq Capital Market)

 

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.

 

 

 

 
 

 

EXPLANATORY NOTE

 

This Current Report on Form 8-K was inadvertently filed late. When the inadvertent lapse in filing was determined, the Company promptly filed this Current Report on Form 8-K.

 

 
 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On March 17, 2026, Vestand Inc. (the “Company”), entered into a Loan Agreement (the “Loan Agreement”) with Good Mood Studio Inc., a California corporation (the “Lender”) pursuant to which the Lender agreed to lend the Company the principal amount of $200,000 (the “Loan”).

 

The Loan bears interest at a rate of 16% per annum, calculated on a simple interest basis and on the basis of the actual number of days elapsed over a 365-day year. Interest on the Loan began accruing from the date the Loan was disbursed to the Company. The Loan Agreement provides that any overdue amount shall bear interest at a rate of 18% per annum from the due date until paid in full.

 

The Company is required to repay the Loan in full, together with all accrued interest, by September 16, 2026. The Loan is secured by 100% of the equity interest held by the Company in Vestand Korea Co., Ltd, including all rights, dividends, distributions, and proceeds related thereto (the “Collateral”). The Loan Agreement precludes the Company from pledging, assigning, transferring, or otherwise encumbering the Collateral without the prior written consent of the Lender. The Lender may also take any action reasonably necessary to protect its rights in the Collateral. Upon the occurrence of an Event of Default (as provided in the Loan Agreement), the Lender has the right, without further notice, to: (i) take ownership of the Collateral, (ii) sell, transfer, or otherwise dispose of the Collateral, (iii) exercise all voting and economic rights associated with the Collateral; and apply the proceeds thereof toward the repayment of the Loan.

 

The Company agreed to use the Loan solely for general corporate and operating purposes.

 

The foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Loan Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

 

Item 2.03. Creation of a Direct Financial Obligations or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The information set forth in Item 1.01 above is hereby incorporated by reference into this Item 2.03.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Description
     
10.1   Loan Agreement dated March 17, 2026, between Vestand Inc. and Good Mood Studio Inc.
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: May 28, 2026

 

VESTAND INC.  
     
By: /s/ Jiwon Kim  
Name: Jiwon Kim  
Title: Chief Executive Officer  

 

 

 

 

FAQ

What loan did Vestand Inc. (VSTD) enter into on March 17, 2026?

Vestand Inc. entered into a Loan Agreement with Good Mood Studio Inc. for $200,000. The loan bears 16% simple annual interest and must be repaid in full, with accrued interest, by September 16, 2026, providing short-term financing for operations.

What are the key interest terms of Vestand Inc.’s new loan?

The loan carries a 16% per annum simple interest rate, calculated on actual days over a 365-day year. Any overdue amount bears 18% annual interest from the due date until paid, increasing the cost if Vestand Inc. misses scheduled repayment.

What collateral secures Vestand Inc.’s $200,000 loan with Good Mood Studio Inc.?

The loan is secured by 100% of Vestand Inc.’s equity interest in Vestand Korea Co., Ltd. This includes all related rights, dividends, distributions, and proceeds, giving the lender strong security tied directly to the company’s Korean subsidiary.

When must Vestand Inc. repay the principal and interest on the new loan?

Vestand Inc. is required to repay the entire $200,000 principal plus all accrued interest by September 16, 2026. This creates a defined short-term obligation that will need to be satisfied or refinanced by that date under the Loan Agreement terms.

What happens if Vestand Inc. defaults under the March 17, 2026 Loan Agreement?

If an Event of Default occurs, the lender may take ownership of the collateral, sell or transfer it, and exercise all voting and economic rights in Vestand Korea Co., Ltd., applying any proceeds toward repayment of the loan and accrued interest.

How can Vestand Inc. use the proceeds from its $200,000 loan?

Vestand Inc. agreed to use the $200,000 loan solely for general corporate and operating purposes. This means the funds are intended to support day-to-day business and broader company needs rather than a specific acquisition or earmarked project.

Filing Exhibits & Attachments

4 documents