LQR House (YHC) ends Kingbird dispute with dual litigation settlements

Rhea-AI Filing Summary

LQR House Inc. has entered into two settlement agreements to resolve litigation brought by Kingbird Ventures, LLC and related stockholder derivative claims. Under a First Settlement Agreement, the company and other parties agreed to settle direct claims, which will be dismissed with prejudice and are subject to mutual releases, a cash payment obligation from the Nevada Defendants, and standard terms such as no admission of liability and confidentiality. A Second Settlement Agreement covers stockholder derivative claims asserted on behalf of the company against certain current and former officers and directors, and provides for dismissal of that action with prejudice following applicable court-approval procedures, along with mutual releases, cooperation undertakings, and confidentiality. Following these agreements, the actions referenced in the prior disclosure have been dismissed with prejudice.

Insights

Litigation and governance analyst

LQR House fully settles Kingbird-related litigation via two agreements.

LQR House Inc. has executed two settlement agreements that resolve both direct claims by Kingbird Ventures and related stockholder derivative claims involving certain current and former officers and directors. The First Settlement Agreement covers direct claims and includes dismissal with prejudice, mutual releases, a cash payment obligation from Nevada Defendants, and a no-admission-of-liability clause.

The Second Settlement Agreement addresses stockholder derivative claims brought on the company’s behalf, to be dismissed with prejudice subject to court-approval procedures, and also includes mutual releases, cooperation undertakings, and confidentiality. With all referenced actions now dismissed with prejudice, the litigation overhang from the Kingbird dispute is removed, though the filing does not quantify any financial impact from the cash payment obligation.

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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): September 22, 2025

LQR HOUSE INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41778		86-1604197
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

6538 Collins Ave. Suite 344 Miami Beach, Florida		33141
(Address of principal executive offices)		(Zip Code)

(786) 389-9771

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

☐ 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
Common Stock, $0.0001 par value per share		YHC		The Nasdaq Stock Market LLC

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. ☐

Item 8.01 Other Events.

As previously disclosed in the Company’s Current Report on Form 8-K filed on July 15, 2025 (the “Prior 8-K”), Kingbird Ventures, LLC (“Kingbird Ventures”) filed a complaint against LQR House Inc. (the “Company”) and its entire board of directors along with over one dozen other defendants, in the Eighth Judicial District Court in Clark County, Nevada.

On September 22, 2025, the Company entered into two settlement agreements with Kingbird Ventures and other parties named therein to resolve matters related to the litigation described in the Prior 8-K. The two settlement agreements are referred to herein as the First Settlement Agreement and the Second Settlement Agreement, and collectively as the Settlement Agreements.

Pursuant to the First Settlement Agreement, the Company and the other parties thereto agreed to resolve direct claims asserted by Kingbird Ventures against the Company and others. The First Settlement Agreement provides for dismissal of such direct claims with prejudice, mutual releases of claims among the parties, a cash payment obligation from the Nevada Defendants (as defined in the First Settlement Agreement) and customary provisions, including no admission of liability and confidentiality.

Pursuant to the Second Settlement Agreement, the Company and the other parties thereto agreed to resolve stockholder derivative claims asserted on behalf of the Company against certain current and former officers and directors. The Second Settlement Agreement provides for dismissal of the stockholder derivative action with prejudice, subject to applicable court-approval procedures, mutual releases of claims among the parties, and customary provisions, including a no admission of liability, cooperation undertakings, and confidentiality.

Following entry into the Settlement Agreements, the actions referenced in the Prior 8-K have been dismissed with prejudice.

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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 hereunto duly authorized.

	LQR HOUSE INC.
Dated: September 26, 2025	By:	/s/ Sean Dollinger
	Name:	Sean Dollinger
	Title:	Chief Executive Officer

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FAQ

What litigation did LQR House Inc. (YHC) resolve with Kingbird Ventures?

LQR House Inc. resolved litigation in which Kingbird Ventures, LLC had filed claims against the company, its entire board of directors, and other defendants. Two settlement agreements were executed to settle both direct claims by Kingbird Ventures and related stockholder derivative claims brought on behalf of the company.

What does the First Settlement Agreement cover for LQR House Inc. (YHC)?

The First Settlement Agreement resolves direct claims asserted by Kingbird Ventures against LQR House Inc. and other parties. It provides for dismissal of those direct claims with prejudice, mutual releases among the parties, a cash payment obligation from the Nevada Defendants, and customary terms such as no admission of liability and confidentiality.

What is included in the Second Settlement Agreement for LQR House Inc. (YHC)?

The Second Settlement Agreement covers stockholder derivative claims asserted on behalf of LQR House Inc. against certain current and former officers and directors. It calls for dismissal of the derivative action with prejudice, subject to court-approval procedures, along with mutual releases of claims, cooperation undertakings, and confidentiality, and states there is no admission of liability.

Have the lawsuits involving LQR House Inc. (YHC) and Kingbird Ventures been dismissed?

Yes. Following execution of the First and Second Settlement Agreements, the actions referenced in the prior disclosure have been dismissed with prejudice, meaning they are fully and finally resolved and cannot be refiled based on the same claims.

Does the LQR House Inc. (YHC) settlement include a cash payment?

Yes. The First Settlement Agreement includes a cash payment obligation from the Nevada Defendants, as defined in that agreement, although the specific amount is not described in the excerpt. Other terms include mutual releases, no admission of liability, and confidentiality.

Are LQR House Inc. (YHC) officers and directors released from derivative claims?

Under the Second Settlement Agreement, stockholder derivative claims asserted on behalf of LQR House Inc. against certain current and former officers and directors will be dismissed with prejudice, subject to court approval, and the parties will provide mutual releases of claims, along with cooperation undertakings and confidentiality obligations.