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Silo Pharma (NASDAQ: SILO) issues 2.1M shares for QwikAgents software deal

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Silo Pharma, Inc. entered into an asset purchase agreement to acquire the software for the QwikAgents web-based application and related domain names from Many Ads Inc. In exchange for these assets, Silo issued 2,100,000 shares of its common stock to the seller.

The agreement includes customary representations, warranties and covenants, and the seller agreed to indemnify Silo for issues such as misrepresentations, software infringement, and specified misconduct. The shares were issued in a private, unregistered transaction relying on a securities law exemption.

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Insights

Silo trades 2.1M shares for QwikAgents software assets.

Silo Pharma is using equity rather than cash to acquire the QwikAgents software platform and domains from Many Ads Inc. Issuing 2,100,000 common shares shifts consideration to stockholders instead of using cash on the balance sheet.

The deal terms include indemnification for misrepresentations, IP infringement, and specified misconduct, which offers some contractual protection if issues arise with the software or related rights. Because the shares were issued in a private, unregistered transaction under Section 4(a)(2), any future liquidity for the seller will depend on applicable resale restrictions and subsequent registrations.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Shares issued as consideration 2,100,000 shares Common stock issued to Many Ads Inc. as purchase price
Par value per share $0.0001 per share Par value of Silo Pharma common stock issued
Securities law exemption Section 4(a)(2) Exemption relied on for unregistered sale of equity securities
Trading symbol SILO Silo Pharma common stock listed on The Nasdaq Stock Market LLC
asset purchase agreement financial
"entered into an asset purchase agreement (the “Agreement”) with Many Ads Inc."
An asset purchase agreement is a legal contract in which a buyer agrees to buy specific assets and contracts of a business rather than buying the company’s stock or ownership. It matters to investors because it determines exactly what is being bought and what liabilities stay behind — like buying the furniture and equipment from a store but not the building or past debts — which affects the deal’s value, taxes and future risk exposure.
unregistered sales of equity securities regulatory
"Item 3.02 Unregistered Sales of Equity Securities."
Section 4(a)(2) regulatory
"reliance upon Section 4(a)(2) under the Securities Act of 1933"
Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.
indemnify financial
"the Seller agreed to indemnify the Company for any misrepresentation or breach"
To indemnify means to promise to cover or reimburse someone for losses, costs, or legal claims that arise from a specified action or event. For investors, indemnification shifts potential financial risk—like a safety net or warranty—so a party that agrees to indemnify protects others from unexpected liabilities, which can affect a company’s future expenses, deal terms, and perceived investment risk.
representations, warranties and covenants financial
"contains certain representations, warranties and covenants of the parties"
Understanding 8-K Material Events →
false 0001514183 0001514183 2026-03-30 2026-03-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 30, 2026

 

Silo Pharma, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   001-41512   27-3046338
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

677 N. Washington Boulevard

Sarasota, FL

   34236
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (718) 400-9031

 

N/A

(Former name or former address, if changed since last report)

 

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 Rule 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of exchange on which registered
Common Stock, par value $0.0001 per share   SILO   The Nasdaq Stock Market LLC

 

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. ☐ 

 

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On July 29, 2025, Silo Pharma, Inc. (the “Company”) entered into an asset purchase agreement (the “Agreement”) with Many Ads Inc. (the “Seller”). Pursuant to the Agreement, the Seller agreed to sell, and the Company agreed to purchase, certain software of the web-based application currently marketed as “QwikAgents” and the domain names qwikagents.com, qwikagents.ai, and qwikagents.co (the “Purchased Assets”).

 

In consideration for the Purchased Assets, the Company issued to the Seller, 2,100,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The Agreement contains certain representations, warranties and covenants of the parties that are customary for agreements of its type. In addition, the Seller agreed to indemnify the Company for any misrepresentation or breach under the Agreement, infringement of any third-party right by any portion of the software and any acts of gross negligence, fraud or intentional misconduct by the Seller.

 

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 3.02 Unregistered Sales of Equity Securities.

 

The information set forth under Item 1.01 is incorporated herein by reference.

 

The offer and sale to the Seller of the Shares was made in reliance upon Section 4(a)(2) under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit   Description
10.1   Asset Purchase Agreement, dated March 31, 2026, between the Company and Many Ads Inc..
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

  

1

 

 

SIGNATURES

 

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.

 

  SILO PHARMA, INC.
     
Date: April 2, 2026 By: /s/ Eric Weisblum
    Eric Weisblum
    Chief Executive Officer

 

2

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Silo Pharma (SILO) acquire in the QwikAgents transaction?

Silo Pharma acquired the software of the web-based application marketed as QwikAgents and the associated domain names qwikagents.com, qwikagents.ai, and qwikagents.co. These technology assets were purchased from Many Ads Inc. under an asset purchase agreement.

How did Silo Pharma (SILO) pay for the QwikAgents assets?

Silo Pharma paid for the QwikAgents assets by issuing 2,100,000 shares of its common stock to Many Ads Inc. This equity-based consideration allowed Silo to complete the acquisition without using cash, effectively compensating the seller with company shares.

Was Silo Pharma’s share issuance to Many Ads Inc. registered with the SEC?

The share issuance to Many Ads Inc. was not registered with the SEC. Silo Pharma relied on the private offering exemption under Section 4(a)(2) of the Securities Act of 1933 and applicable rules for the unregistered sale of equity securities.

What protections does Silo Pharma have in the QwikAgents asset purchase agreement?

The asset purchase agreement includes representations, warranties, and covenants that are customary for such deals. Many Ads Inc. agreed to indemnify Silo for misrepresentations, breaches, software infringement of third-party rights, and acts of gross negligence, fraud, or intentional misconduct.

How many Silo Pharma (SILO) shares were issued in the QwikAgents deal?

Silo Pharma issued 2,100,000 shares of its common stock, with a par value of $0.0001 per share, to Many Ads Inc. These shares served as the sole consideration for acquiring the QwikAgents software and related domain names.

Which SEC form reported Silo Pharma’s QwikAgents acquisition?

Silo Pharma reported the QwikAgents asset purchase and related share issuance on a Form 8-K. The filing described the material definitive agreement, the unregistered sale of equity securities, and identified the asset purchase agreement as an exhibit to the report.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

Other Documents