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Coeptis Therapeutics Holdings Inc. 8-K Filings

COEP NASDAQ

Every 8-K that Coeptis Therapeutics Holdings Inc. (COEP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow COEP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full COEP filings page.

Rhea-AI Summary

Z Squared Inc., formerly Coeptis Therapeutics, completed its merger with Z Squared Opco and now trades on the Nasdaq Global Market under the symbol ZSQR, with about 51.5 million common shares outstanding and former Z Squared Opco holders owning roughly 85% of the company.

The company entered a binding letter of intent to acquire Skycore Digital LLC, an operating digital infrastructure platform in North Carolina with about 24 megawatts of energized power capacity and a defined path to up to 42 megawatts. Consideration will be up to $22 million in new Series B Convertible Preferred Stock with an 8% cash or 10% pay-in-kind dividend, a seven-year mandatory redemption, and an annual holder put right beginning in year two, capped at 20% per year.

Z Squared also expanded its leadership and governance. Michelle Burke was named Co-Chief Executive Officer alongside David Halabu, and Ryan Schadel was appointed Chief Marketing Officer. The board added three independent directors, formalized a non-employee director compensation program using cash retainers and RSUs, and approved a 2025 equity incentive plan allowing awards covering up to 15% of outstanding common shares.

To support investor relations and marketing, the company agreed to issue equity to several service providers, including 200,000 shares to Adam Wasserman, up to 566,000 shares to Moneta Advisory Partners, restricted stock valued at $100,000 to MZHCI, and shares valued at $75,000 to Retail Sparks, all in unregistered transactions under Section 4(a)(2) and Rule 506(b). Senior executives received new or amended employment agreements with stock options and RSU awards tied to share price performance and service-based vesting.

Rhea-AI Summary

Z Squared, Inc. provided additional details on its previously announced business combination with Coeptis Therapeutics Holdings, Inc. and a related pro rata dividend distribution. The company confirmed that shareholders of record on January 2, 2026 will receive a stock dividend from its subsidiary, Coeptis Holdings, Inc.

Each holder of Z Squared common stock will receive one share of non-transferable Coeptis Holdings, Inc. common stock for every share of Z Squared common stock held. The distribution is being effected on April 27, 2026. Z Squared’s common stock is expected to begin trading on the Nasdaq Global Market under the ticker symbol “ZSQR” on the same date.

The company describes itself as a vertically integrated computing infrastructure business with advanced, distributed computing hardware across North Carolina, South Carolina, and Iowa, supported by power management, real-time analytics, and in-house repair capabilities aimed at operational efficiency and scalability.

Rhea-AI Summary

Coeptis Therapeutics Holdings, Inc. filed an 8-K announcing it has completed its business combination with Z Squared Inc. and the combined company has been renamed Z Squared Inc.

The company’s public shares are expected to begin trading on the Nasdaq Global Market under the new ticker symbol “ZSQR” on April 27, 2026. Following the transaction, Z Squared Opco Inc. became a wholly owned subsidiary, and former Z Squared Opco stockholders now own about 85% of the combined company, while legacy Coeptis stockholders own about 15%, with roughly 51.5 million common shares outstanding.

Rhea-AI Summary

Coeptis Therapeutics Holdings, Inc. reported that Nasdaq has approved, subject to customary conditions and completion of the proposed merger with Z Squared Inc., the listing of the post-merger company’s common stock on the Nasdaq Global Market under the ticker symbol “ZSQR”.

The new listing is expected to take effect when the merger closes, at which point Z Squared will become a wholly owned subsidiary and Coeptis will change its corporate name to Z Squared Inc. Key closing conditions already satisfied include effectiveness of Coeptis’ registration statement on Form S-4 and shareholder approval of the merger proposals at the January 30, 2026 stockholders’ meeting.

The companies state that the business combination remains subject to remaining customary closing conditions and is expected to close in Q2 2026, though there is no assurance these conditions will be met.

Rhea-AI Summary

Coeptis Therapeutics Holdings, Inc. implemented a one-time option repricing and exchange program for options under its 2022 Equity Incentive Plan, covering officers and directors. Holders could either reprice underwater options or surrender them for restricted stock, and all options were made fully vested.

Several executives, including CEO David Mehalick, exchanged underwater options for an equal number of restricted shares and exercised remaining vested options to receive restricted common stock. The company also received notice from Nasdaq that it has regained compliance with the annual meeting requirement, so its Nasdaq Capital Market listing is no longer at risk from that issue.

Rhea-AI Summary

Coeptis Therapeutics Holdings, Inc. reported the results of its Annual and Special Meeting of Stockholders held on January 30, 2026. Stockholders considered nine proposals described in the company’s proxy statement.

A quorum was present, with 3,697,558 shares represented out of 5,680,111 shares of common stock outstanding as of the January 2, 2026 record date. Multiple proposals received strong support, with several “FOR” vote totals above 3.45 million shares versus materially smaller “AGAINST” and abstention counts.

Stockholders also voted on the election of five directors. Bryan Fuerst, Adam Sohn, David Halabu, Michelle Burke, and Kenneth Cooper each received approximately 3.69 million “FOR” votes, with very few votes withheld and no broker non-votes reported. An adjournment proposal related to Proposals 1–8 was listed as Proposal 9 but was not presented at the meeting.

Rhea-AI Summary

Coeptis Therapeutics Holdings, Inc. reported that it received a notice from the Nasdaq Capital Market stating it is not in compliance with Nasdaq Listing Rules 5620(a) and 5810(c)(2)(G). The issue stems from not holding an annual meeting of shareholders within twelve months of its fiscal year ended December 31, 2024.

Nasdaq has given the company 45 calendar days from January 12, 2026 to submit a plan to regain compliance and may grant an exception of up to 180 days from the fiscal year end, through June 29, 2026. The company has already scheduled an annual meeting of shareholders for January 30, 2026 and believes this meeting will be sufficient to regain compliance with the annual meeting requirement.