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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. (VSTD) reported insider transactions as director James Chae disclosed multiple sales of Class A common stock. Across 10/28/2025 to 10/30/2025, he sold a total of 35,000 shares at prices ranging from $1.06 to $0.85 under transaction code “S”. Following these transactions, he reported 2,494,506 shares beneficially owned in direct form.
The filing lists individual sales of 5,000 shares at $1.06, $1.04, and $1.03 on 10/28/2025; 5,000-share sales at $0.9239 and $0.9231 on 10/29/2025; and a 10,000-share sale at $0.85 on 10/30/2025.
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 (VSTD)
Vestand Inc. (VSTD) filed a Form 3 initial statement of beneficial ownership. The reporting person, Andrew K. Yun, serves as a Director and as Chief Compliance Officer. As of the event date of 10/07/2025, he reported that no securities are beneficially owned.
Vestand (VSTD) Form 4: A director reported open‑market sales of Class A common stock across multiple dates, totaling 25,855 shares. Trades occurred on 10/17 (10,000 shares at $1.30) and 10/20 (10,000 at $1.30), followed by 10/21 sales of 538 at $1.35, 200 at $1.30, 117 at $1.26, and 5,000 at $1.24.
Following these transactions, the reporting person beneficially owned 2,547,545 shares, shown as direct ownership. All transactions are coded “S” for sale.
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.
James Chae filed an amendment to his Schedule 13D reporting beneficial ownership of 2,973,400 shares of Vestand Inc. Class A common stock, representing approximately 20.5% of the outstanding class on the stated share count of 14,524,980. His total includes 400,000 Class B shares convertible into Class A; prior to conversion each Class B share carries ten votes. On March 24, 2025 he received a warrant in exchange for cancellation of $700,000 of issuer debt; following a subsequent share split that Warrant is exercisable into 1,120,000 Class A shares at an exercise price of $0.0025 per share, subject to a 4.99% beneficial ownership limitation. He reports one recent sale of 5,000 Class A shares on September 25, 2025 at an average price of $1.93. The filer states no current plans to pursue corporate control actions.
James Chae, a director of Vestand Inc. (VSTD), reported multiple changes in his beneficial ownership of Class A common stock and derivative securities. The Form 4 shows a sale of 49,900 shares on 11/06/2023 at $0.85 per share and a sale of 5,000 shares on 09/25/2025 at $1.93 per share. He made gifts of 1,000 shares on 05/13/2024 and 2,500 shares on 09/23/2024. Corporate actions noted include a 1-for-10 reverse split effected 11/27/2023 and a 4-for-1 forward split effected 07/30/2025, which are reflected in the reported ownership figures. On 03/24/2025 Mr. Chae acquired a warrant to purchase 280,000 shares in exchange for cancellation of $700,000 debt; the warrant has a $0.01 exercise price but is subject to a 4.99% beneficial ownership limitation and is currently not exercisable. The Form is signed 10/02/2025.
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