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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):
January 9, 2026
Yijia Group
Corp.
(Exact Name of Registrant as Specified in its
Charter)
| Nevada
|
|
333-218733
|
|
35-2583762 |
| (State
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer Identification No.) |
39
E Broadway, Suite 603, New York,
NY 10002
(Address of principal office)
+1-516-886-8888
(Registrant’s telephone number, including
area code)
Not Applicable
(Former Name or former address if changed from
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 |
|
YJGJ |
|
OTC Pink Sheets |
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 5.03 Amendment to Articles of Incorporation
or Bylaws; Change in Fiscal Year.
As previously disclosed in a current report on
Form 8-K, filed with the U.S. Securities and Exchange Commission on October 7, 2025, Yijia Group Corp. (the “Company”)
has proposed to change the name of the Company to VitaNova Life Sciences Corporation (the “Name Change”). The Name
Change was approved by the Board of Directors of the Company (the “Board”) and a majority of the holders of all of
the issued and outstanding shares of common stock, par value $0.001 per share (“Common Stock”) of the Company. The
Board and the stockholders of the majority of voting power of the Company also approved an amendment to the Company’s Articles of
Incorporation to effectuate the Name Change. On January 9, 2026, a Certificate of Amendment to the Articles of Incorporation
(the “Certificate of Amendment”) effecting the Name Change was filed with the Secretary of State of the State
of Nevada and became effective on that date. As of the date of this Current Report on Form 8-K (the “Form 8-K”), the
Financial Industry Regulatory Authority (“FINRA”) is processing the Name Change.
In addition and as previously disclosed, the Company
has also proposed to effect a reverse stock split at a ratio within the range from 1-for-2 to 1-for-3, which has been approved by the
Board and a majority of the holders of all of the issued and outstanding shares of Common Stock. The Board has further approved the reverse
stock split to be effectuated at the ratio of 1-for-3, such that each holder of Common Stock of the Company shall receive one (1) share
of Common Stock for every three (3) shares of Common Stock (the “Reverse Split”). The Certificate of Amendment also
effectuates the Reverse Split. As of the date of this Form 8-K, FINRA is processing the Reverse Split.
On November 12, 2025, the Company filed a Certificate
of Amendment to the Articles of Incorporation (the “Previous Certificate of Amendment”), which became effective
on that date, to increase the number of authorized shares of Common Stock and to authorize the issuance of blank check preferred stock
(collectively, the “Change of Share Capital”). In particular, the total number of shares of capital stock that the
Company is authorized to issue was increased to 210,000,000, consisting of 200,000,000 shares of Common Stock, and 10,000,000 shares of
initially undesignated preferred stock, par value $0.001 per share (the “Preferred Stock”). The Change of Share Capital
has been approved by the Board and a majority of the holders of all of the issued and outstanding shares of Common Stock of the Company
through written consent. On November 21, 2025, the Company filed a Certificate of Correction to the Articles of Incorporation (the “Certificate
of Correction”) to correct a scrivener’s error in the Previous Certificate of Amendment, which had incorrectly stated
the par value of the Company’s Common Stock.
On November 21, 2025, the Company filed a Certificate
of Designation (the “Certificate of Designation”), pursuant to which the Company designated 3,000,000 shares of its
authorized Preferred Stock as shares of Series A Preferred Stock. The Certificate of Designation sets forth the powers, preferences, rights,
qualifications, limitations and restrictions of the Series A Preferred Stock. The Certificate of Designation was approved by the Board
and a majority of the holders of all of the issued and outstanding shares of Common Stock of the Company through written consent.
The foregoing descriptions of the Certificate
of Amendment, the Previous Certificate of Amendment, the Certificate of Correction and the Certificate of Designation are not complete
and are qualified in their entirety by reference to the full text of such documents, copies of which are filed as Exhibits 3.1, 3.2, 3.3
and 3.4, respectively, to this Form 8-K and are incorporated herein by reference.
Item 8.01 Other Events.
In connection with the Name Change and Reverse
Split, the Company has applied for and obtained a new CUSIP number for its Common Stock, 98585W403. The Company also intends to change
its ticker symbol and, as of the date of this Form 8-K, is evaluating potential new ticker symbols.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit |
|
Description |
| |
|
|
| 3.1 |
|
Certificate of Amendment, dated January 9, 2026 |
| 3.2 |
|
Certificate of Amendment, dated November 12, 2025 |
| 3.3 |
|
Certificate of Correction, dated November 21, 2025 |
| 3.4 |
|
Certificate of Designation, dated November 21, 2025 |
| 104 |
|
Cover Page Interactive 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: January 13, 2026
| |
YIJIA
Group Corp. |
|
| |
| |
| |
|
|
|
| |
By: |
/s/
Qiuping Lu |
|
| |
|
Qiuping Lu |
|
| |
|
Chief Executive Officer and Director
(Principal Executive Officer) |
|
