Vestand Inc. 8-K

What Happened

• Vestand Inc. (VSTD) reported that on April 23, 2026 it received a Nasdaq staff deficiency notice saying Nasdaq has not received the Company’s Form 10-K for the year ended December 31, 2025 and therefore the Company is not in compliance with Nasdaq’s Periodic Filing Requirement (Rule 5250(c)(1)). The Nasdaq notice does not have any immediate effect on the listing of Vestand’s Class A common stock.
• The filing notes this is an additional delinquency following a prior Nasdaq deficiency (reported in a December 2, 2025 press release) for failure to file the Form 10-Q for the quarter ended September 30, 2025. Vestand says these missed filings are due to an ongoing financial restatement disclosed in an October 31, 2025 Form 8‑K.
• Vestand issued a public press release on April 29, 2026 (Exhibit 99.1) under Nasdaq Rule 5810(b) and Regulation FD to announce the Nasdaq notice.

Key Details

• Nasdaq deficiency notice dated April 23, 2026; press release issued April 29, 2026.
• Delinquent reports: Form 10-Q for quarter ended Sept. 30, 2025 and Form 10-K for year ended Dec. 31, 2025.
• Vestand expects to submit an updated compliance plan that would seek to regain compliance by May 18, 2026; Nasdaq may grant the extension, set a different date, or reject the plan.
• Root cause cited: an ongoing financial restatement previously disclosed on Oct. 31, 2025.

Why It Matters

• Timely Form 10-Q and Form 10-K filings provide investors with audited/quarterly financial results (earnings, revenue, etc.). Continued failure to file reduces transparency about Vestand’s financial condition and operating results.
• If Nasdaq does not accept Vestand’s compliance plan or extend the deadline, the company could face further listing actions up to possible delisting, which would affect the stock’s liquidity and market access.
• Vestand says it is working to complete the delinquent filings, but the company warned there is no assurance it will regain compliance by the requested date. Investors should monitor future filings and Nasdaq communications for updates.