New YD Bio (YDES) committee chairs help restore full Nasdaq audit compliance

Rhea-AI Filing Summary

YD Bio Limited reports governance changes and a listing status update. On January 16, 2026, the Board appointed Dr. Chang as Chairman of the Compensation Committee and as a member of the Audit Committee and the Nominating and Corporate Governance Committee. On the same date, Dr. Lu was appointed Chairman of the Nominating and Corporate Governance Committee and as a member of the Audit Committee and Compensation Committee.

The company states that Dr. Chang and Dr. Lu have no material related-party interests, arrangements, or family relationships requiring disclosure under specified SEC regulations. On January 20, 2026, YD Bio notified Nasdaq that it has regained compliance with Audit Committee requirements under Nasdaq Listing Rule 5605 and is no longer in a cure period under Listing Rule 5605(c)(4)(B).

Positive

• Regained Nasdaq audit committee compliance under Listing Rule 5605 and exit from the cure period under Rule 5605(c)(4)(B) reduce listing-status risk.
• Strengthened board committee structure with Dr. Chang and Dr. Lu appointed as chairs and members across Audit, Compensation, and Nominating and Corporate Governance Committees, with stated absence of disclosable conflicts.

Negative

• None.

Insights

Corporate governance and listing standards analyst

New committee leaders help YD Bio restore full Nasdaq audit committee compliance.

YD Bio Limited has reshaped key board committees by elevating Dr. Chang and Dr. Lu into leadership and membership roles across the Compensation, Audit, and Nominating and Corporate Governance Committees. Concentrating these responsibilities in clearly identified independent directors can strengthen oversight of pay, financial reporting, and board nominations.

The company explicitly states that both directors lack material related-party interests, special arrangements, or family relationships that would require disclosure under SEC Regulations S-K Items 404(a), 401(a), and 401(d). This signals attention to independence criteria that underpin credible committee work, especially for the Audit Committee.

Crucially, YD Bio has informed Nasdaq that it has regained compliance with Audit Committee requirements under Nasdaq Listing Rule 5605 and is no longer in a cure period under Rule 5605(c)(4)(B). This removes the immediate listing-compliance overhang tied to audit committee composition, though ongoing effectiveness will be reflected in future financial reporting and governance disclosures.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the Month of January 2026

Commission File Number: 001-42810

YD Bio Limited

12F., No. 3, Xingnan St.,

Nangang Dist.,

Taipei City 115001, Taiwan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒     Form 40-F ☐

Appointment of Certain Directors 

On January 16, 2026, the Board of Directors (the “Board”) of YD Bio Limited (the “Company”) approved the appointment of Dr. Chang as Chairman of the Compensation Committee and as a member of the Company’s Audit Committee and Nominating and Corporate Governance Committee, effective immediately. Additionally, on January 16, 2026, the Board approved the appointment of Dr. Lu as Chairman of the Nominating and Corporate Governance Committee and as a member of the Company’s Audit Committee and Compensation Committee, effective immediately.

Dr. Chang and Dr. Lu have no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K, and have no arrangement or understanding with any other person required to be disclosed pursuant to Item 401(a) of Regulation S-K. Dr. Chang and Dr. Lu have no family relationships required to be disclosed pursuant to Item 401(d) of Regulation S-K.

Additionally, on January 20, 2026, the Company notified Nasdaq that the Company has regained compliance with the requirements for the Audit Committee pursuant to Nasdaq Listing Rule 5605, and that the Company is no longer subject to the cure period under Nasdaq Listing Rule 5605(c)(4)(B).

1

SIGNATURES

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, thereunto duly authorized.

January 21, 2026

	YD BIO LIMITED
	By:	/s/ Edmund Hen
	Name:	Edmund Hen
	Title:	Chief Financial Officer

2

FAQ

What change in board leadership did YD Bio (YDES) disclose?

YD Bio appointed Dr. Chang as Chairman of the Compensation Committee and a member of the Audit and Nominating and Corporate Governance Committees, and Dr. Lu as Chairman of the Nominating and Corporate Governance Committee and a member of the Audit and Compensation Committees, effective January 16, 2026.

How does this 6-K affect YD Bio’s (YDES) Nasdaq listing compliance?

YD Bio reported that on January 20, 2026 it notified Nasdaq that the company has regained compliance with Audit Committee requirements under Nasdaq Listing Rule 5605 and is no longer subject to the cure period under Rule 5605(c)(4)(B).

Do Dr. Chang and Dr. Lu have related-party conflicts at YD Bio (YDES)?

The company states that Dr. Chang and Dr. Lu have no direct or indirect material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K, no arrangements requiring disclosure under Item 401(a), and no family relationships requiring disclosure under Item 401(d).

Which board committees at YD Bio (YDES) were impacted by these appointments?

The appointments affect three committees: the Audit Committee, the Compensation Committee, and the Nominating and Corporate Governance Committee, with both Dr. Chang and Dr. Lu taking on chair and member roles across these bodies.

Why are YD Bio’s (YDES) Audit Committee changes important for investors?

Audit Committee composition is tied to Nasdaq Listing Rule 5605. By appointing Dr. Chang and Dr. Lu to audit-related roles and regaining compliance, YD Bio addresses prior audit committee deficiencies that had placed it in a cure period, reducing near-term listing-compliance risk.

When did YD Bio’s (YDES) new committee appointments take effect?

The Board approved the appointments of Dr. Chang and Dr. Lu on January 16, 2026, and the roles were effective immediately on that date.