0001683168-26-003318.txt : 20260430 0001683168-26-003318.hdr.sgml : 20260430 20260430060607 ACCESSION NUMBER: 0001683168-26-003318 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20260427 FILED AS OF DATE: 20260430 DATE AS OF CHANGE: 20260430 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cogley Brian CENTRAL INDEX KEY: 0002008384 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39669 FILM NUMBER: 26919781 MAIL ADDRESS: STREET 1: 105 BRADFORD ROAD STREET 2: SUITE 420 CITY: WEXFORD STATE: PA ZIP: 15090 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Z Squared Inc. CENTRAL INDEX KEY: 0001759186 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] ORGANIZATION NAME: 09 Crypto Assets EIN: 981465952 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 550 SOUTH ANDREWS AVE. STREET 2: STE #700 CITY: FORT LAUDERDALE STATE: FL ZIP: 33301 BUSINESS PHONE: 954-400-9994 MAIL ADDRESS: STREET 1: 550 SOUTH ANDREWS AVE. STREET 2: STE #700 CITY: FORT LAUDERDALE STATE: FL ZIP: 33301 FORMER COMPANY: FORMER CONFORMED NAME: Coeptis Therapeutics Holdings, Inc. DATE OF NAME CHANGE: 20221031 FORMER COMPANY: FORMER CONFORMED NAME: Bull Horn Holdings Corp. DATE OF NAME CHANGE: 20181115 4 1 ownership.xml X0609 4 2026-04-27 0 0001759186 Z Squared Inc. ZSQR 0002008384 Cogley Brian false C/O Z SQUARED INC. 550 SOUTH ANDREWS AVENUE, SUITE 700 FORT LAUDERDALE FL 33301 0 1 0 0 Chief Financial Officer 0 Stock Option (Right to Buy) 15.20 2026-04-27 4 A 0 100000 0 A 2036-04-27 Common Stock 100000 100000 D Restricted Stock Units 0 2026-04-27 4 A 0 16447 0 A Common Stock 16447 16447 D On April 27, 2026, the issuer and the reporting person entered into an Amended and Restated Executive Employment Agreement (the "A&R Agreement"), pursuant to which the issuer agreed to grant the reporting person an option to purchase 100,000 shares of common stock at an exercise price equal to the fair market value of the common stock on the grant date. The Stock Option was granted pursuant to Section 3(c) of the A&R Agreement and the Z Squared, Inc. 2025 Incentive Compensation Plan. The Stock Option vests in full on the date the fair market value of the common stock increases by 50% above the grant-date fair market value, as determined by the Board in its reasonable discretion, and remains exercisable for ten (10) years from the grant date, subject to earlier termination under the 2025 Plan and applicable award agreement. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the issuer's common stock upon vesting. The number of RSUs reported was determined by dividing $250,000 by the closing price per share of the issuer's common stock on the Nasdaq Global Market on April 27, 2026 (rounded down to the nearest whole share). The RSUs vest in equal quarterly installments over the one-year period commencing on April 27, 2026, subject to the reporting person's continued employment with the issuer (or its applicable subsidiary) on each applicable vesting date. The RSUs do not have an expiration date. The RSUs were granted pursuant to Section 3(b) of the Amended and Restated Executive Employment Agreement, dated as of April 27, 2026, by and between the issuer and the reporting person and the Z Squared Inc. 2025 Incentive Compensation Plan. /s/ Brian Cogley 2026-04-30