VSTD Vestand Inc.

CIK 0001898604 50 ready 8-Ks latest June 17, 2026, 4:21 PM ET RSS · JSON

Activity: NORMAL 1 filings / 30d vs 2 baseline Risk accumulating: auditor change (3), risk events (3), compliance/delisting (3)

Ready 8-Ks 50

Latest filing June 17, 2026, 4:21 PM ET

Top materiality 0.95

Event mix other_material ×21 · leadership ×9 · debt ×6

Sentiment 9 pos · 16 neg · 25 neu

Latest earnings reported 2025-Q1

Executive change recent →

SHENANIGAN SCORE 3 / 7 dying AND reaching see the board

Recent 8-K filings for VSTD

Highest-materiality recent filing

Vestand restates financials for 2021-2025; fictitious liabilities of ~$700k identified

October 31, 2025, 7:59 PM ET other material materiality 0.95 negative item 4.02 item 9.01 ◈ Auditor Changes

Board non-reliance on all financial statements from 2021 through Q2 2025, including audited annuals and unaudited quarters.
Independent accountant Oh & Chung found fictitious/improper liabilities ~$700k, intercompany loan irregularities, and unauthorized securities.

Read filing →

June 17, 2026, 4:21 PM ET other material materiality 0.75 negative item 3.01 item 9.01 ◈ Listing & Compliance Notices

Vestand receives Nasdaq delisting notice for failing to maintain $1 bid price; hearing scheduled

Nasdaq letter dated June 12, 2026, stating company did not regain minimum bid price compliance by June 10, 2026 deadline.
May 28, 2026, 5:19 PM ET debt materiality 0.60 neutral item 1.01 item 2.03 item 9.01 ◈ Debt Financings◈ Material Agreements

Vestand Inc. enters into $200,000 loan agreement with Good Mood Studio Inc., secured by equity in Vestand Korea

Borrowed $200,000 from Good Mood Studio Inc. at 16% simple interest, due September 16, 2026.
May 28, 2026, 5:13 PM ET debt materiality 0.65 negative item 1.01 item 2.03 item 3.02 item 9.01 ◈ Material Agreements ×2◈ Debt Financings◈ Equity Issuances

Vestand raises $1M via discounted equity and secured loan from Min Gan Zhe

$500K equity: 1,347,708 shares at $0.371/sh (30% discount to 5-day avg close of $0.53038).
May 26, 2026, 5:18 PM ET regulatory materiality 0.85 negative item 3.01 item 7.01 item 9.01 ◈ Listing & Compliance Notices

Vestand receives Nasdaq delisting notice for late quarterly and annual filings

Nasdaq Staff Determination on May 19, 2026 for failure to file 10-Q (Sep 2025), 10-K (2025), and 10-Q (Mar 2026).
April 29, 2026, 7:59 PM ET regulatory materiality 0.80 negative item 3.01 item 7.01 item 9.01 ◈ Listing & Compliance Notices

Vestand receives Nasdaq delisting notice for late 10-K filing; may submit compliance plan by May 18, 2026

Notice dated April 23, 2026, for failure to file Form 10-K for year ended Dec 31, 2025.
March 12, 2026, 7:59 PM ET other material materiality 0.85 negative item 5.02 item 8.01 item 9.01

Vestand suspends restaurant operations, closes 12 locations; Chief Compliance Officer resigns citing concerns

Andrew Yun resigned as CCO and director, citing concerns about company direction and that his advice was not adopted or considered.
December 17, 2025, 6:59 PM ET regulatory materiality 0.75 negative item 3.01 item 9.01 ◈ Listing & Compliance Notices

Vestand receives Nasdaq bid price deficiency notice; has until June 10, 2026 to regain compliance

Nasdaq notified Vestand on Dec 12, 2025 that its stock closed below $1.00 for 30 consecutive business days, violating Listing Rule 5550(a)(2).
December 17, 2025, 6:59 PM ET debt materiality 0.55 neutral item 1.01 item 1.02 item 9.01 ◈ Material Agreements ×2

Vestand amends convertible note use of proceeds; remaining $1.5M funding terminated

Amendment allows proceeds to be used for general operations, restructuring, growth investments, acquisitions, and internal controls.
December 2, 2025, 6:59 PM ET regulatory materiality 0.60 negative item 3.01 item 7.01 item 9.01 ◈ Listing & Compliance Notices

Vestand receives Nasdaq delisting notice for late Q3 10-Q filing; has 60 days to submit compliance plan

Nasdaq notified Vestand on Nov 25, 2025 for failure to file Form 10-Q for period ended Sep 30, 2025, violating Listing Rule 5250(c)(1).
November 25, 2025, 6:59 PM ET litigation materiality 0.65 negative item 8.01 item 9.01

Vestand Inc. sued for ~$1M fraud claims related to IPO investments

Lawsuit filed March 7, 2024 in Los Angeles County alleging contractual fraud and elder abuse.
November 7, 2025, 6:59 PM ET other material materiality 0.45 neutral item 4.01 item 9.01 ◈ Auditor Changes ×2

Vestand Inc. dismisses BCRG Group as auditor, appoints M.N. Vijay Kumar

Board dismissed BCRG Group as auditor effective Nov 3, 2025; engaged M.N. Vijay Kumar, Chartered Accountant.
October 31, 2025, 7:59 PM ET other material materiality 0.95 negative item 4.02 item 9.01 ◈ Auditor Changes

Vestand restates financials for 2021-2025; fictitious liabilities of ~$700k identified

Board non-reliance on all financial statements from 2021 through Q2 2025, including audited annuals and unaudited quarters.
October 27, 2025, 7:59 PM ET leadership materiality 0.50 neutral item 5.02 item 9.01

Vestand CFO Ju Hwan Oh resigns; Jaeho Yoon appointed CFO, Andrew Yun as CCO

Ju Hwan Oh resigned as CFO effective Sep 15, 2025; resignation not due to any disagreement with company.
October 14, 2025, 7:59 PM ET leadership materiality 0.30 positive item 5.02 item 7.01 item 9.01

Vestand appoints Andrew Yun to board of directors to strengthen governance

Andrew Yun, managing partner of Yun Law Group, appointed effective October 7, 2025.
September 19, 2025, 7:59 PM ET M&A materiality 0.65 neutral item 7.01 item 9.01

Vestand subsidiary acquires controlling interest in AI Mindbot Equity for ~$6.4M

Vestand Korea to acquire 21,000 shares of AI Mindbot Equity for KRW 8.5B (~$6.4M), gaining over 89% equity.
September 18, 2025, 7:59 PM ET M&A materiality 0.75 neutral item 1.01 item 9.01

Vestand subsidiary to acquire controlling 89% stake in AI Mindbot for ~$6.44M

Vestand Korea to buy 21,000 shares of AI Mindbot Equity Union for KRW 8.5B (~$6.44M); 10% deposit paid, balance at closing.
September 12, 2025, 7:59 PM ET leadership materiality 0.30 neutral item 5.02

Director Sungjin Kim resigns from Vestand board effective Sept 8, 2025

Director Sungjin Kim resigned from the Board effective September 8, 2025.
September 4, 2025, 7:59 PM ET debt materiality 0.65 neutral item 1.01 item 2.03 item 9.01

Vestand (VSTD) amends $4.4M convertible note agreement with Open Innovation Fund, sets three-tranche payment schedule

First tranche $2.9M due Sept 11; second $750k due Sept 30; third $750k due Oct 15, 2025.
September 2, 2025, 7:59 PM ET other material materiality 0.50 neutral item 5.03 item 7.01 item 9.01 ◈ Governance Changes

Yoshiharu Global changes name to Vestand Inc., ticker to VSTD from YOSH

Certificate of Amendment filed with Delaware Secretary of State on August 27, 2025.
August 11, 2025, 7:59 PM ET leadership materiality 0.30 neutral item 5.02

Director James Chae resigns from Yoshiharu Global Board effective August 6, 2025

James Chae notified resignation from the Board on August 6, 2025, effective immediately.
August 4, 2025, 7:59 PM ET debt materiality 0.70 positive item 1.01 item 2.03 item 9.01 ◈ Debt Financings

Yoshiharu Global secures $4.4M convertible note from Open Innovation Fund for real estate expansion

$4.4M convertible note with Open Innovation Fund; 7% annual interest, 3-year maturity, convertible at $1.10/share (floor $1.00).
July 25, 2025, 7:59 PM ET other material materiality 0.75 positive item 7.01 item 9.01

Yoshiharu Global announces PropTech pivot, name change to Vestand; $6M funding secured

Board approved name change to Vestand Inc. on July 10, 2025; symbol change on Nasdaq pending.
July 18, 2025, 7:59 PM ET other material materiality 0.30 neutral item 3.03 item 7.01 item 9.01

Yoshiharu announces 4-for-1 forward stock split; post-split trading begins July 31

Record date for the stock split is July 28, 2025; each holder gets 3 additional shares per share held.
July 15, 2025, 7:59 PM ET other material materiality 0.50 neutral item 7.01 item 9.01

Yoshiharu Global to rebrand as Vestand, Inc.; diversifies into real estate and digital assets

Board approved name change to "Vestand, Inc." to reflect diversification from restaurants into real estate and digital asset ventures.
June 20, 2025, 7:59 PM ET leadership materiality 0.35 neutral item 5.02 ◈ executive_change

Yoshiharu Global nominates Jae-Eun Song as director effective June 15, 2025

Board nominated Jae-Eun Song, hospitality professional with 15+ years experience, as director on June 15, 2025.
June 12, 2025, 7:59 PM ET leadership materiality 0.60 neutral item 5.02 ◈ executive_change ×5

Yoshiharu Global appoints Ji-Won Kim as CEO, John Oh as CFO; removes James Chae and Ryan Cho

Board removed James Chae as Co-CEO and appointed Ji-Won Kim as sole CEO, effective June 10, 2025.
June 12, 2025, 7:59 PM ET other material materiality 0.60 negative item 8.01

All Yoshiharu Global Co. restaurants to close for 3 days starting June 13 for operations review

Temporary closure of all locations from June 13 for approximately 3 days.
June 9, 2025, 7:59 PM ET other material materiality 0.35 neutral item 5.03 item 9.01 ◈ Governance Changes

Yoshiharu Global increases authorized shares to 100M; amends Class B conversion and meeting provisions

Stockholders approved increase of authorized capital stock from 50M to 100M shares.
May 29, 2025, 7:59 PM ET leadership materiality 0.65 neutral item 5.02 ◈ executive_change ×2

Yoshiharu Global Co. appoints Ji-Won Kim as Co-CEO and Seongjin Kim as director after director resignation

Director Sungjoon Chae resigned from Board effective May 22, 2025, with no disagreement with management or Board.
May 14, 2025, 7:59 PM ET other material materiality 0.70 neutral item 5.02 item 5.03 item 5.07 item 9.01 ◈ executive_change ×3

Yoshiharu Global stockholders approve three directors, 4-for-1 forward split, authorized share increase to 100M

Elected Abe Lim, Jae-Hyo Seo, and Sungjoon Chae to the board at May 5 special meeting; 91% of shares represented.
May 7, 2025, 7:59 PM ET other material materiality 0.70 neutral item 5.02 item 5.03 item 5.07 item 9.01 ◈ executive_change ×3◈ Governance Changes ×2

Stockholders approve forward split, share increase, change-of-control issuance, and three new directors

Approved 4-for-1 forward stock split of Class A and Class B common stock; each holder receives three additional shares per share held.
May 6, 2025, 7:59 PM ET earnings materiality 0.60 positive item 2.02 item 9.01

Yoshiharu Q1 revenue up 25% to $3.5M; regains Nasdaq equity compliance

Revenue $3.5M (+25% YoY); operating loss widened to ($1.3M) from ($0.8M).
April 16, 2025, 7:59 PM ET leadership materiality 0.40 neutral item 5.02 ◈ executive_change ×2

Yoshiharu Global announces resignation of two directors and nomination of two new independent directors

Directors Yusil Yeo and Harinne Kim to resign effective at upcoming Special Meeting of Stockholders; no disagreement with management.
April 15, 2025, 7:59 PM ET other material materiality 0.70 negative item 1.01 item 3.02 item 9.01

Yoshiharu Global sells 400,000 warrants at $2.50 each for $1M to maintain Nasdaq listing

Sold 400,000 warrants to two investors for $1M total ($2.50/warrant), each exercisable for one share of Class A common stock at $0.01.
April 8, 2025, 7:59 PM ET other material materiality 0.55 neutral item 1.01 item 3.02 item 9.01

Yoshiharu Global raises $1M via warrant sale to support Nasdaq listing compliance

Issued 400,000 warrants at $2.50 each to three investors for total $1M, exercisable for common stock at $0.01/share.
April 2, 2025, 7:59 PM ET earnings materiality 0.80 positive item 2.02 item 7.01 item 9.01

Yoshiharu Q4 revenue up 47% to $3.7M; net income $537K; regains Nasdaq equity compliance

Q4 revenue $3.7M (+47% YoY); net income $537K vs $8.6K prior year.
March 31, 2025, 7:59 PM ET other material materiality 0.75 positive item 3.01 ◈ Listing & Compliance Notices

Yoshiharu Global regains Nasdaq compliance; delisting hearing cancelled

Nasdaq notified Yoshiharu Global on March 27, 2025 that it regained compliance with Listing Rule 5550(b)(1) requiring $2.5M minimum stockholders' equity.
March 25, 2025, 7:59 PM ET other material materiality 0.80 negative item 1.01 item 3.01 item 3.02 item 9.01 ◈ Listing & Compliance Notices ×2

Yoshiharu Global receives Nasdaq delisting notice, issues warrants to cancel $2.5M debt and raise $1.65M

Issued 1M warrants to cancel $2.5M debt and 660k warrants for $1.65M cash; each exercisable at $0.01 per share.
March 21, 2025, 7:59 PM ET other material materiality 0.60 neutral item 5.02 item 7.01 item 9.01 ◈ executive_change ×2

Yoshiharu appoints Sungjoon Chae to board; BS1 Fund to provide $1.1M for 440k shares

Sungjoon Chae appointed to board effective March 17, 2025, filling vacancy from Jay Kim's departure.
March 18, 2025, 7:59 PM ET other material materiality 0.55 negative item 1.01 item 3.02 item 9.01

Yoshiharu Global raises $714K in private placements at $2.50/share to meet Nasdaq listing standard

Three private placement agreements on March 12, 2025: Good Mood Studio ($200K, 80K shares), Blue Ocean Fund ($300K, 120K shares), Green Light Fund ($214K, 85.6K shares).
March 18, 2025, 7:59 PM ET other material materiality 0.75 negative item 1.01 item 3.02 item 9.01

Yoshiharu Global raises $1.2M via warrant sale to maintain Nasdaq listing

Sold 480,000 warrants at $2.50 each for $1.2M to four accredited investors on March 17, 2025.
March 17, 2025, 7:59 PM ET other material materiality 0.65 neutral item 1.01 item 3.02 item 9.01

Yoshiharu Global raises $714k via private placement of 285,600 shares at $2.50/share

Good Mood Studio purchased $200k (80k shares), Blue Ocean Fund $300k (120k shares), Green Light Fund $214k (85.6k shares).
February 21, 2025, 6:59 PM ET regulatory materiality 0.85 negative item 3.01

Yoshiharu Global receives Nasdaq delisting notice for failure to meet equity requirement

Nasdaq notified Yoshiharu Global on Feb 18, 2025 of scheduled delisting from Nasdaq Capital Market for failure to comply with Listing Rule 5550(b)(1) requiring minimum $2.5M stockholders' equity.
February 20, 2025, 6:59 PM ET leadership materiality 0.35 neutral item 5.02 ◈ executive_change

Yoshiharu Global independent director Jay Kim resigns from board and committees

Jay Kim resigned effective February 13, 2025, citing no disagreement with company operations or policies.
January 13, 2025, 6:59 PM ET debt materiality 0.70 neutral item 1.01 item 3.02 item 9.01

Yoshiharu Global enters $10M ELOC and $1.1M convertible note with Crom Fund

ELOC: Company may sell up to $10M of common stock at 93% of lowest 5-day VWAP; term ends Jan 2027.
December 20, 2024, 6:59 PM ET other material materiality 0.15 neutral item 5.07

Yoshiharu Global shareholders approve director election and three share-issuance proposals at annual meeting

All four director nominees elected: James Chae, Jay Kim, Harinne Kim, Yusil Yeo.
September 4, 2024, 7:59 PM ET M&A materiality 0.70 positive item 1.01 item 2.01 item 9.01 ◈ M&A Transactions

Yoshiharu closes $3.6M acquisition of three Las Vegas restaurants; expects $6M annual revenue

Acquired assets of Jjanga, HJH, Ramen Aku for $3.6M ($1.8M cash + $600K note + $1.2M convertible note).
August 26, 2024, 7:59 PM ET M&A materiality 0.85 positive item 1.01 item 2.01 item 9.01 ◈ M&A Transactions

Yoshiharu Global closes $3.6M acquisition of 3 Las Vegas restaurants; expects $6M annual revenue

Aggregate purchase price $3.6M: $1.8M cash, $600K promissory note (corrected maturity dates), $1.2M convertible note.
August 23, 2024, 7:59 PM ET regulatory materiality 0.85 negative item 3.01

Yoshiharu Global receives Nasdaq delisting notice for stockholders' equity below $2.5M

Nasdaq notified Yoshiharu Global on Aug 21, 2024 that stockholders' equity fell below $2.5M minimum, failing Rule 5550(b)(1).
July 5, 2024, 7:59 PM ET M&A materiality 0.80 positive item 1.01 item 2.01 item 9.01 ◈ M&A Transactions

Yoshiharu closes $3.6M acquisition of three Las Vegas restaurants; expects $6M annual revenue

Acquired Jjanga, HJH, and Ramen Aku for $1.8M cash, $0.6M promissory note, $1.2M convertible note (convertible to YOSH shares).

Executive changes

Appointed

Jae-Eun Song

director

VSTD · Vestand Inc.

Effective: 2025-06-15
Filed: June 20, 2025, 7:59 PM ET

On June 15, 2025, the Board nominated Jae-Eun Song to serve as a director of the Company.

Departed

James Chae

Co-Chief Executive Officer

VSTD · Vestand Inc.

Effective: 2025-06-10
Successor: Ji-Won Kim
Filed: June 12, 2025, 7:59 PM ET

removed James Chae as the Co-Chief Executive Officer.

Departed

Ryan Cho

Chief Financial Officer

VSTD · Vestand Inc.

Effective: 2025-06-10
Successor: John Oh
Filed: June 12, 2025, 7:59 PM ET

removed Ryan Cho as the Chief Financial Officer.

Appointed

Young-Soo Choi

Independent Director

VSTD · Vestand Inc.

Effective: 2025-06-10
Filed: June 12, 2025, 7:59 PM ET

appointed Young-Soo Choi as an independent director.

Appointed

John Oh

Chief Financial Officer

VSTD · Vestand Inc.

Effective: 2025-06-10
Filed: June 12, 2025, 7:59 PM ET

appointed John Oh to serve as the Chief Financial Officer of the Company

Appointed

Ji-Won Kim

Chief Executive Officer

VSTD · Vestand Inc.

Effective: 2025-06-10
Filed: June 12, 2025, 7:59 PM ET

appointed Ji-Won Kim to serve as the sole Chief Executive Officer of the Company

Departed

Sungjoon Chae

Director

VSTD · Vestand Inc.

Effective: 2025-05-22
Filed: May 29, 2025, 7:59 PM ET

On May 22, 2025, Sungjoon Chae, a member of the Board of Directors (the “Board”) of Yoshiharu Global Co. (the “Company”), notified the Company of his intention to resign from the Board and all committees of the Board, effective immediately.

Appointed

Seongjin Kim

Director

VSTD · Vestand Inc.

Effective: 2025-05-22
Filed: May 29, 2025, 7:59 PM ET

the Board nominated Seongjin Kim to serve as a director of the Company

Appointed

Abe Lim

Director

VSTD · Vestand Inc.

Effective: 2025-05-05
Filed: May 14, 2025, 7:59 PM ET

the stockholders approved the election to the board of directors of Abe Lim, Jae-Hyo Seo and Sungjoon Chae.

Appointed

Sungjoon Chae

Director

VSTD · Vestand Inc.

Effective: 2025-05-05
Filed: May 14, 2025, 7:59 PM ET

the stockholders approved the election to the board of directors of Abe Lim, Jae-Hyo Seo and Sungjoon Chae.

Appointed

Jae-Hyo Seo

Director

VSTD · Vestand Inc.

Effective: 2025-05-05
Filed: May 14, 2025, 7:59 PM ET

the stockholders approved the election to the board of directors of Abe Lim, Jae-Hyo Seo and Sungjoon Chae.

Appointed

Sungjoon Chae

Director

VSTD · Vestand Inc.

Effective: 2025-05-05
Filed: May 7, 2025, 7:59 PM ET

the stockholders approved the election to the board of directors of Abe Lim, Jae-Hyo Seo and Sungjoon Chae.

Earnings & guidance

2025-Q1 EPS reported -$0.96 filing →

Materiality & sentiment trend

Max materiality 0.95 · Median 0.65 · Most common event other_material

9 positive 16 negative 25 neutral

source · VSTD on sec.gov