Zivo Bioscience Inc SEC Filings

Zivo Bioscience, Inc. reported that Chief Financial Officer Keith R. Marchiando has resigned from his CFO role effective immediately and will end his employment on December 31, 2025. Under a separation and release agreement, he will continue to receive his current salary of $27,040 per month through December 31, 2026, and will retain an option to acquire 150,000 shares of common stock at an exercise price of $7.96 per share, exercisable until June 30, 2027.

The company appointed William A. Sullivan as Interim Chief Financial Officer effective December 19, 2026, under an independent contractor services agreement. He will be paid $285.00 per hour for his work, with an initial 60-day term that automatically renews for one-month periods unless either party provides notice. Mr. Sullivan is subject to confidentiality and post-termination restrictions aimed at protecting the company’s business relationships.

Zivo Bioscience, Inc. director and 10% owner reported buying additional company shares. On 11/28/2025, an indirect account, HEP Investments LLC, purchased 2,777 shares of Zivo Bioscience common stock at a price of $9 per share. After this transaction, the reporting person beneficially owned 577,872 shares of common stock indirectly through HEP Investments LLC.

ZIVO Bioscience (ZIVO) filed its Q3 2025 10‑Q, showing modest revenue growth alongside tight liquidity and continued losses. Revenue was $65,625, up from $31,500, with gross margin of $21,288. The company reported a net loss of $1,033,056 for the quarter and operating cash outflow of $2,173,204 for the nine months.

Cash declined to $57,222 with total liabilities of $3,846,055 and a stockholders’ deficit of $(3,286,603). Shares outstanding were 3,832,327 as of September 30, 2025, and 3,888,595 as of November 9, 2025. Management states there is substantial doubt about the ability to continue as a going concern and estimates needing about $6.0 million over the next 12 months to fund basic operations.

During 2025, ZIVO raised funds via private equity and debt, including a $250,000 convertible note at 10% with warrants to purchase 1,793 shares at $13.94. Subsequent to quarter‑end (October 2025), the company sold 54,168 shares and 3,091 warrants, raising $390,000 in cash and exchanging $284,433 of related party payables. Material weaknesses in internal control over financial reporting persist.

Zivo Bioscience (ZIVO): Insider transaction reported. Affiliates of Strome Group reported a purchase of Zivo Bioscience common stock and warrants on 10/13/2025. The filing shows a purchase of 20,259 shares of common stock at $12.34 per share, held indirectly by an entity.

The report also lists acquisition of 2,025 Common Stock Purchase Warrants with an exercise price of $12.34, exercisable on 10/13/2025 and expiring on 10/12/2030. Following these transactions, the filing shows 452,942 common shares and 43,071 derivative securities beneficially owned indirectly by the reporting entity. The securities were acquired pursuant to a Securities Purchase Agreement.

Zivo Bioscience (ZIVO) reported an insider purchase. Director and 10% owner Laith L. Yaldoo acquired 1,659 shares of common stock on 10/10/2025 at $12.05 per share, held indirectly through HEP Investments LLC. Following the trade, beneficial ownership was 575,095 shares, reported as indirect.

Christopher D. Maggiore, a director and reported >10% owner of Zivo Bioscience, Inc. (ZIVO), purchased 23,682 shares of the companys common stock on 10/08/2025 at a price of $12.01 per share. After this transaction the filing reports aggregate beneficial ownership of 517,526 shares, which corrects a prior overstatement caused by an administrative error that had overstated ownership by 13,156 shares. The transaction is reported on a Form 4 and was signed by the reporting person on 10/09/2025. The filing shows the acquisition coded as P and lists the ownership form as Direct.

Zivo Bioscience (ZIVO) reported an insider equity award. On 10/02/2025, a reporting person who is a Director and 10% Owner received 926 nonstatutory stock options to buy common stock at an exercise price of $12.03 per share, expiring on 10/02/2035. The filing notes the option grant was issued under the 2024 Equity Incentive Plan for Non-Employee Directors in lieu of retainer fees totaling $9,452.05. Ownership of these derivative securities is listed as Direct (D).

Zivo Bioscience, Inc. (ZIVO) director and 10% owner Christopher D. Maggiore was granted 1,075 nonstatutory stock options on 10/02/2025 under the 2024 Equity Incentive Plan for Non-Employee Directors in lieu of retainer fees of $10,964.38. The options have an exercise price of $12.03, are exercisable immediately on 10/02/2025, and expire on 10/02/2035. The filing shows the underlying common stock amount as 1,075 shares and reports the transaction on a Form 4 signed 10/06/2025. This is a routine director compensation award recorded as equity rather than cash.

Zivo Bioscience, Inc. (ZIVO) director Alison Cornell received a grant of 1,223 nonstatutory stock options on 10/02/2025 under the 2024 Equity Incentive Plan for Non-Employee Directors in lieu of retainer fees totaling $12,476.71. The options have an exercise price of $12.03, are exercisable immediately on 10/02/2025, and expire on 10/02/2035

This transaction increases the reporting person’s direct beneficial ownership by 1,223 underlying shares. The filing is a routine director compensation disclosure showing equity issued instead of cash fees to align compensation with shareholder interests.