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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No.1)
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
June 4, 2026
| REBORN COFFEE, INC. |
| (Exact name of registrant as specified in its charter) |
| Delaware |
|
001-41479 |
|
47-4752305 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
| 580 N. Berry Street, Brea, CA |
|
92821 |
| (Address of principal executive offices) |
|
(Zip Code) |
(714) 784-6369
(Registrant’s telephone number)
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 Securities Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, $0.0001 par
value per share |
|
REBN |
|
The Nasdaq
Stock Market LLC (Nasdaq Capital Market) |
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. ☐
Explanatory Note
This Amendment No. 1 to the Current Report on Form
8-K originally filed by Reborn Coffee, Inc. (the “Company”) with the U.S. Securities and Exchange Commission on June 10,
2026 (the “Original Form 8-K”) is being filed to amend the disclosure in Item 5.02 contained in the Original Form 8-K regarding
the resignation of Jay Kim as Co-Chief Executive Officer of the Company.
The Company is filing this Amendment No. 1 to disclose that in addition to resigning as Co-Chief Executive Officer of the Company, Jay
Kim also notified the Company’s Board of Directors (the “Board”) of his resignation as Chief Financial Officer, Director,
and from all other positions, offices, directorships, committee memberships, and responsibilities that he holds in the Company and each
of its subsidiaries and affiliates. Jay Kim’s resignation as Chief Financial Officer, Director, and from all positions held in
the Company were inadvertently omitted in the Original Form 8-K. This Amendment No.1 also discloses the appointment of Jung Jae Lim as
interim Chief Financial Officer and Principal Accounting Officer of the Company.
This Amendment No. 1 amends and restates the disclosure
in Item 5.02 contained in the Original Form 8-K. Except as set forth herein, the reminder of the Original Form 8-K remains unchanged.
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Jay Kim’s resignation as Co-Chief Executive Officer, Chief
Financial Officer, Director, and from all positions held in the Company
On June 4, 2026, Jay Kim notified the Board of his resignation as Co-Chief
Executive Officer, Chief Financial Officer, Director, and from all other positions, offices, directorships, committee memberships, and
responsibilities that he holds in the Company and each of its subsidiaries and affiliates.
The Board accepted the resignation, effective immediately.
Chief Executive Officer and Chief Financial Officer
Jung Jae Lim, who has served as Co-Chief Executive Officer of the Company
since March 2026, has assumed full responsibilities as Chief Executive Officer. On June 15, 2026, the Board appointed Mr. Lim to serve
as interim Chief Financial Officer and Principal Accounting Officer of the Company. Mr. Lim, age 59, has more than 20 years of leadership
experience in logistics and supply chain management, with a background overseeing large-scale operations, multi-node distribution networks,
and end-to-end supply chain execution across multiple sectors.
There are no arrangements or understandings between Mr. Lim and any
other person pursuant to which Mr. Lim was appointed to serve as interim Chief Financial Officer and Principal Accounting Officer of the
Company. There are no family relationships between Mr. Lim and any other director or executive officer of the Company and he has no direct
or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No |
|
Exhibit |
| 104 |
|
Cover Page Interactive Data 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.
Dated: June 15, 2026
| |
REBORN COFFEE, INC. |
| |
|
|
| |
By: |
/s/ Jung Jae Lim |
| |
Name: |
Jung Jae Lim |
| |
Title: |
Chief Executive Officer |
