# Vestand Inc. (VSTD) — delisting/voluntary [announced]
Source: SEC API (secapi.ai) · situation sit_b44145295cd6b5f65bbc · retrieved 2026-08-12T21:19:00.084Z

## Overview
Vestand Inc. (formerly Yoshiharu Global Co.) is a retail eating place operator classified under SIC 5812.

On June 23, 2026, BS1 Fund converted all 1,760,000 of its Class B Common Stock shares into an equal number of Class A Common Stock shares. Under the Company's Certificate of Incorporation, this conversion triggered an automatic conversion of all remaining outstanding Class B Common Stock (held by all shareholders) into Class A Common Stock. Prior to the conversion, Class B shareholders held ten votes per share; following the conversion, all former Class B holders now hold one vote per share. As a result, BS1 Fund's beneficial ownership of voting power fell below 25%, causing the loss of control.

## Terms
- Counterparty: BS1 Fund

## Key dates
- Announced 2026-07-27 · Expiry 2026-08-07

## Timeline
- 2026-07-27 · 8-K (0001493152-26-034885): 8-K - Vestand Inc. — *Vestand Inc. is a retail eating places company (SIC 5812) operating in the food service industry.* On July 23, 2026, Vestand Inc. received a delist decision letter from The Nasdaq Stock Market LLC notifying the company that the Nasdaq Hearings Panel had determined to delist the company's Class A Common Stock from The Nasdaq Capital Market effective as of July 27, 2026. The delisting resulted from the company's non-compliance with Nasdaq's periodic reporting requirements (failure to file its Quarterly Report on Form 10-Q for the period ended September 30, 2025, its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and its Quarterly Report on Form 10-Q for the period ended March 31, 2026) and failure to maintain a minimum bid price of $1.00 per share. On July 27, 2026, the company's Class A Common Stock began trading on the OTC Pink Limited Market under the symbol VSTD. The company has 15 calendar days from the date of the decision to request review by the Nasdaq Listing and Hearing Review Council.
  https://www.sec.gov/Archives/edgar/data/1898604/0001493152-26-034885.txt
- 2026-08-10 · 8-K (0001493152-26-036799): 8-K - Vestand Inc. — *Vestand Inc. (formerly Yoshiharu Global Co.) is a retail eating place operator classified under SIC 5812.* On June 23, 2026, BS1 Fund converted all 1,760,000 of its Class B Common Stock shares into an equal number of Class A Common Stock shares. Under the Company's Certificate of Incorporation, this conversion triggered an automatic conversion of all remaining outstanding Class B Common Stock (held by all shareholders) into Class A Common Stock. Prior to the conversion, Class B shareholders held ten votes per share; following the conversion, all former Class B holders now hold one vote per share. As a result, BS1 Fund's beneficial ownership of voting power fell below 25%, causing the loss of control.
  https://www.sec.gov/Archives/edgar/data/1898604/0001493152-26-036799.txt

## Citations
- 0001493152-26-034885 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226034885
- 0001493152-26-036799 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226036799