Every 8-K that Vestand Inc (VSTD) 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 VSTD 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 VSTD filings page.
Vestand Inc. entered into a Stock Transfer Agreement involving its investment in Vestand Korea Co., Ltd. Vestand Inc. sold its 200 shares of common stock of Vestand Korea to Sang-Woo Noh at a price of KRW 5,000 per share, for a total of KRW 1,000,000. Vestand Inc. retained a contractual right to repurchase all 200 shares from Mr. Noh for KRW 1,100,000 until July 28, 2027, providing an option to regain its prior ownership position under predetermined terms.
Vestand Inc. reported that on June 23, 2026, BS1 Fund converted all of its 1,760,000 shares of Class B Common Stock into an equal number of Class A shares. Under Vestand’s charter, once BS1 Fund ceased to beneficially own at least 25% of the voting power of the company’s outstanding capital stock, all remaining Class B shares automatically converted into Class A.
As a result, all Class B Common Stock was eliminated, including shares held by other investors, and each former Class B share now carries one vote instead of the prior ten votes per share. BS1 Fund no longer controls a majority of Vestand’s total voting power, and no new party acquired control; the company characterizes this as a dissipation of control rather than a traditional change of control.
Vestand Inc. reports that on July 23, 2026 it received a decision from a Nasdaq Hearings Panel to delist its Class A Common Stock from The Nasdaq Capital Market, effective July 27, 2026. This follows earlier notices that the company is not compliant with Nasdaq’s periodic reporting requirements under Listing Rule 5250(c)(1), after failing to file its Form 10-Q for the period ended September 30, 2025, its Form 10-K for the year ended December 31, 2025, and its Form 10-Q for the period ended March 31, 2026, and with the Minimum Bid Price Requirement under Listing Rule 5550(a)(2), which requires a minimum bid of $1.00 per share.
The Panel cited the prolonged absence of public disclosure and changes in the business, and expressed reservations about the company’s experience and institutional stability. Vestand’s Class A shares began trading on the OTC Pink Limited Market under the symbol VSTD on July 27, 2026. Vestand has 15 calendar days from the decision date to request review by the Nasdaq Listing and Hearing Review Council, which may also choose on its own to review the decision, though there is no assurance of reversal.
Vestand Inc. reports that Nasdaq has notified the company it has not regained compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share. The company’s Class A Common Stock remains listed on the Nasdaq Capital Market for now.
Vestand previously had until June 10, 2026 to restore its bid price but did not do so and is not eligible for an additional compliance period. This deficiency, together with earlier issues tied to delayed Form 10-Q and 10-K filings, will be reviewed by a Nasdaq Hearings Panel. Vestand has submitted a Compliance Plan and will present it at a hearing, but there is no assurance the plan will be accepted or that continued listing will be granted.
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.
Vestand Inc. entered into a Financing Agreement with Min Gan Zhe Investment Limited for a total of $1,000,000 of new capital. The package includes a $500,000 equity investment in 1,347,708 Class A shares at $0.371 per share, at an approximate 30% discount to the recent five-day average closing price, and a $500,000 secured loan.
The loan is not convertible into equity, carries 8% annual interest, and matures on November 10, 2026, secured by a loan receivable owed to Vestand Korea Co., Ltd. Vestand plans to use the combined financing for working capital, audit and SEC reporting costs, Nasdaq compliance, operating expenses, professional fees, debt obligations, and other general corporate purposes.
Vestand Inc. received a Nasdaq Staff Delisting Determination on May 19, 2026 because it has not filed its Form 10-Q for September 30, 2025, its Form 10-K for December 31, 2025, and its Form 10-Q for March 31, 2026. These delinquent SEC reports mean the company is not in compliance with Nasdaq Listing Rule 5250(c)(1). The letter does not immediately suspend trading, but it starts a process that could lead to delisting.
Vestand requested a hearing with the Nasdaq Hearings Panel on May 22, 2026, which automatically stays any suspension for 15 days, and it has asked for an additional stay while it works to complete the late filings. There is no assurance the hearing panel will grant a stay or an extension, and the company warns that its Class A common stock could be removed from Nasdaq and potentially trade only on the over-the-counter market.
Vestand Inc. received a Nasdaq staff deficiency notice on April 23, 2026 because it has not filed its Form 10-K for the year ended December 31, 2025, violating Nasdaq Listing Rule 5250(c)(1) on timely periodic reports. This follows an earlier notice for failing to file its Form 10-Q for the quarter ended September 30, 2025, so the late Form 10-K counts as an additional delinquency.
The company plans to submit an updated compliance plan to Nasdaq that, if accepted, could allow it to regain compliance by May 18, 2026, but Nasdaq is not obligated to grant any extension. Vestand attributes the delayed filings to an ongoing financial restatement and is working to complete the delinquent reports, while warning there is no assurance it will meet Nasdaq’s continued listing standards.
Vestand Inc. temporarily suspended its restaurant operations after the Board approved this step on March 2, 2026 to mitigate ongoing operating losses and stabilize the company’s financial condition. The company has closed 12 restaurant locations across Nevada and California and may close additional sites.
The filing notes several California locations, including Buena Park, Eastvale, La Mirada, Irvine, and Ontario, are in lease-related default, giving landlords remedies under their leases. Director and Chief Compliance Officer Andrew Yun resigned on February 27, 2026, citing concerns about the company’s direction, and director Abe Lim resigned on March 3, 2026, with no stated disagreement.
Vestand Inc. describes changes to a key financing agreement and a later partial termination of unfunded capital. The company previously entered into a $4,400,000 convertible note subscription with Open Innovation Fund, originally restricted to California real estate projects. On September 10, 2025, Vestand and the investor signed a Change of Use Amendment so that proceeds may instead be used for general operating expenses, financial restructuring and risk management, selective growth investments, new business acquisitions, and internal control and system improvements, with all other terms unchanged. The company notes that the related report was filed late due to an inadvertent lapse. Vestand also reports that while the investor funded a first tranche of $2,900,000, the remaining $1,500,000 was not funded and, on December 12, 2025, both parties agreed through a Partial Termination Confirmation to end the investor’s commitment to that unfunded amount, leaving the terms governing the funded capital in place.
Vestand Inc. received a written notice from Nasdaq that its Class A common stock no longer meets the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market. The notice is based on the stock closing below $1.00 for 30 consecutive business days, but it has no immediate effect on the listing or trading of shares under the symbol VSTD.
The company has 180 calendar days, until June 10, 2026, to regain compliance by having a closing bid of at least $1.00 for a minimum of ten consecutive business days. If it meets other Nasdaq listing standards and notifies Nasdaq of plans to cure the deficiency, including a potential reverse stock split, it may receive an additional 180-day period. If the price falls to $0.10 or less for ten consecutive trading days, Nasdaq can issue an immediate delisting determination. Vestand is monitoring its share price and evaluating possible responses but has not yet decided on specific actions.
Vestand Inc. changed its independent auditor. Based on its Audit Committee’s recommendation, the Board dismissed BCRG Group and engaged M.N. Vijay Kumar, Chartered Accountant as the new independent registered public accounting firm.
BCRG’s reports for the years ended December 31, 2024 and 2023 contained no adverse opinions or disclaimers and were not qualified or modified. The company reports no disagreements with BCRG and no reportable events during the covered periods. Vestand has requested a confirmation letter from BCRG to be filed by amendment.
Vestand Inc. (VSTD) announced non‑reliance on its previously issued financial statements after its Board, informed by an Independent Accountant’s Report from Oh & Chung LLP, identified inaccuracies across multiple periods. The company plans to file amended reports with restated results.
The Audit Committee flagged five areas for fact‑finding review, including loans with intercompany entities, IPO‑related bonus payments, fictitious or improperly recorded liabilities of approximately $700,000, a warrant issuance to Harang Co., and securities issued without Board authorization. Management concluded there are material weaknesses in internal control over financial reporting.
Vestand engaged Oh & Chung for procedures, will appoint a new independent audit firm, and has recently added a new CFO and a Chief Compliance Officer to strengthen accounting and governance. The company stated it cannot predict the timing of the restated filings and is assessing possible legal action and clawbacks under its policy.
Vestand Inc. (Nasdaq: VSTD) reported a leadership change. On September 15, 2025, Ju Hwan Oh (John Oh) resigned as Chief Financial Officer; the company stated the resignation was not due to any disagreement with the company, management, or the Board.
On October 21, 2025, the Board appointed Jaeho Yoon as Chief Financial Officer and Andrew Yun as Chief Compliance Officer. The company notes no family relationships between the appointees and other directors or officers, and no related‑party interests requiring disclosure under Item 404(a).
Vestand Inc. (VSTD) appointed Andrew Yun to its Board of Directors. The Board acted on October 7, 2025, citing a goal to strengthen internal controls, legal compliance, and corporate governance. Mr. Yun, 50, is managing partner of Yun Law Group with experience in business transactions, corporate governance, and M&A, and previously served as senior legal counsel to major energy and electronics conglomerates.
The Company considers Mr. Yun a non-independent director and does not expect an initial committee assignment. The filing states there are no arrangements leading to his election, no family relationships with directors or officers, and no related-party interests under Item 404(a). A press release dated October 14, 2025, was furnished under Regulation FD.
Vestand Inc. reported that its wholly owned subsidiary, Vestand Korea Company Limited, has entered into an agreement to purchase a controlling interest in AI Mindbot Equity, the largest shareholder of Xcure Corp., a Kosdaq-listed provider of smart card and mobile security platform technology. The company explains that this acquisition is part of its crypto treasury strategy, signaling a move to gain influence through an entity that holds a significant stake in Xcure Corp. Details such as purchase price, ownership percentage, and closing timing are not included in this report, which primarily serves to share the related press release with the market.
Vestand Inc., through its wholly owned subsidiary Vestand Korea Company Limited, entered into a Share Purchase Agreement to acquire 21,000 shares of AI Mindbot Equity Union from Hyper Corporation for KRW 8,499,981, or approximately USD $6,439,379. Ten percent (10%) of the purchase price was paid at signing, with the remainder due at closing, which is anticipated on or about November 7, 2025.
After closing, Vestand Korea is expected to become the controlling shareholder of AI Mindbot, owning in excess of 89% of its equity. AI Mindbot is described as the largest shareholder of Xcure Corp., a Kosdaq-traded provider of smart card and mobile security platform technology in South Korea and internationally.
On the same date, Hyper Corporation and Vestand Korea entered into a Supplementary Agreement under which, at Xcure Corp.’s extraordinary shareholders’ meeting scheduled for November 7, 2025, four of seven current directors are to be replaced with individuals designated by Vestand Korea, giving Vestand significant influence over Xcure’s board.