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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):
February 19, 2026
VitaNova
Life Sciences Corporation
(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 |
|
VNOV |
|
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 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective February 19, 2026, the Board of Directors
of VitaNova Life Sciences Corporation (the “Company”) appointed Steve Niu, the Company’s Chief Financial
Officer, to serve as a director of the Company until the Company’s next annual meeting of stockholders or until his earlier resignation
or removal . Mr. Niu will not receive any additional compensation for his service as a director.
Mr. Niu,
age 64, has been our Chief Financial Officer since January 2024. Prior to joining the Company, Mr. Niu served as the President of Triangle
Accounting, Inc. from 2001 to 2024. He specializes in U.S. federal and state taxation, international taxation, U.S. and Chinese regulatory
compliance and foreign income consulting. He earned his Ph.D. and Master’s degree in Computer Information Systems from
Carleton University, Canada, in 2001 and 1998, respectively. In 1984, he graduated from Xi’an University of Science and Technology
with a Bachelor’s degree in Mining Engineering.
Our
Board of Directors of the Company has determined that Mr. Niu doesn’t qualify as an independent director, as defined under the applicable
corporate governance standards of Nasdaq. There are no arrangements or understandings between Mr. Niu and any other persons pursuant to
which he was appointed as director of the Company, and there are no family relationships involving Mr. Niu requiring disclosure under
Item 404(a) of Regulation S-K.
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: February 25, 2026
| VitaNova
Life Sciences Corporation |
|
| |
| |
|
|
| By: |
/s/
Rose Kelly |
|
|
Rose Kelly |
|
| |
Chief Executive Officer and Director
(Principal Executive Officer) |
|
