Welcome to our dedicated page for Zapata Quantum SEC filings (Ticker: ZPTA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to the SEC filings of Zapata Quantum, Inc. (ZPTA), offering detailed insight into the company’s capital structure, governance, and strategic restructuring. As a publicly traded, hardware‑agnostic quantum software and enterprise AI company, Zapata uses filings such as Forms 10‑K, 10‑Q, and 8‑K to disclose information about its operations, financings, and material events.
For Zapata, current and historical 10‑K and 10‑Q reports are central resources for understanding its business description, risk factors, quantum and AI software focus, and the role of its patent portfolio. These periodic reports also summarize participation in programs like DARPA’s Quantum Benchmarking initiative and describe how the company positions its Orquestra platform and quantum‑inspired models for enterprise and government customers.
The company’s 8‑K filings are especially important given its recent restructuring. They document secured convertible promissory notes, warrants, conversion agreements that exchange liabilities for equity, security and intercreditor agreements, and other transactions that affect shareholders and creditors. Items in these filings explain how Zapata has raised capital, restructured debt, and preserved its intellectual property and strategic assets.
Investors tracking ownership and insider activity can use this page to locate filings that disclose equity awards and grants to key individuals, as reflected in specific 8‑K items. Over time, related forms such as Form 4, when available, can provide additional detail on insider transactions.
Stock Titan enhances these documents with AI-powered summaries that highlight key terms, structural changes, and notable disclosures, helping readers quickly interpret complex agreements and capital arrangements. Real‑time updates from EDGAR ensure that new Zapata Quantum filings appear promptly, while AI analysis helps users identify how each filing relates to the company’s quantum software strategy, IP portfolio, and ongoing efforts to maintain SEC compliance and pursue a return to a national securities exchange.
Zapata Quantum completed an oversubscribed $15 million strategic financing led by venture firm Triatomic Capital, with other strategic investors participating. The raise caps a year-long restructuring effort and is described as the final milestone in that process.
The company plans to use the new capital to scale its hardware-agnostic quantum software platform and expand its science, engineering, product, and commercial teams. Zapata highlights more than 60 granted and pending patents and work across sectors such as cryptography, pharmaceuticals, finance, materials discovery, and defense. The press release also includes extensive forward-looking statements language outlining operational, competitive, macroeconomic, and geopolitical risks.
Zapata, Inc. reported that subsidiary Zapata Quantum, Inc. completed additional private financing on April 22 and 23, 2026. The company sold 4,565 shares of Series D Convertible Preferred Stock and Warrants to purchase 5,198,133 common shares for gross proceeds of $4,565,000, to be used for working capital and general corporate purposes.
These sales form part of a broader Series D offering of up to 15,000 preferred shares, convertible into 34,160,784 common shares, with Warrants for up to 17,080,392 common shares for total gross proceeds of up to $15,000,000. Following the April 23 closing, the maximum offering amount was reached and the offering terminated. Craig-Hallum Capital Group and Odeon Capital Group acted as placement agents, receiving Warrants equal to 2% of as-converted common shares and a 6% cash fee on gross proceeds. The transaction was conducted as an unregistered offering under Section 4(a)(2) and Rule 506(b).
Zapata Quantum, Inc. privately sold 3,750 shares of its Series D Convertible Preferred Stock with accompanying warrants for gross proceeds of $3,750,000 to accredited investors on April 9 and 14, 2026. The securities are part of a larger offering of up to 15,000 Series D shares and related warrants for potential total proceeds of $15,000,000. The Series D is convertible into common stock, and the warrants allow additional common share purchases, so the financing provides cash while increasing potential future share count. The company plans to use net proceeds for working capital and general corporate purposes.
Zapata, Inc. entered into a Securities Purchase Agreement to issue 6,685 shares of new Series D Convertible Preferred Stock and Warrants to buy 7,612,161 common shares, raising gross proceeds of $6,685,000. The full offering allows up to 15,000 Series D shares, convertible into 34,160,784 common shares, plus Warrants for up to 17,080,392 shares, for total potential gross proceeds of $15,000,000.
Series D carries an 8% annual dividend payable in common stock, conversion at an initial price of $0.4391 per share, voting on an as-converted basis, and priority over all other capital stock for dividends and liquidation. Conversions and Warrant exercises are capped by 4.99% or 9.99% beneficial ownership limits selected by each holder. The Warrants have a seven-and-a-half-year term and an initial exercise price of $0.4391 per share, with partial cashless exercise features.
The financing triggered the automatic conversion of all 15,000 outstanding Series A Convertible Preferred shares into 15,000,000 common shares after the first closing exceeded $5,000,000 in gross proceeds. The company agreed to file a registration statement covering the Series D conversion shares and Warrant shares and granted placement agents cash fees and additional warrants tied to the Series D conversion shares.
Zapata Quantum, Inc. is a hardware-agnostic quantum software company that temporarily suspended operations in late 2024 and is restructuring to restart its business. The company is refocusing on quantum application development platforms such as Orquestra, Bench-Q, Quantum Graph and Quantum Pilot, targeting enterprise and government customers.
Management discloses substantial doubt about continuing as a going concern, noting no revenue since September 2024 and an estimated need to raise at least $5 million to fund the next 12 months under its current plan. Zapata reported operating losses of $3.4 million in 2025 and $23.0 million in 2024, with a cumulative deficit of about $118.3 million since 2017, and its assets secure several promissory notes, including convertible 2025 Notes and a senior secured note.
Form 8-K Event: On June 13, 2025, Zapata Computing Holdings, Inc. (ZPTA) disclosed a new compensatory arrangement under Item 5.02.
The Board granted 32,500,000 restricted common shares to each of the two key insiders—Chief Executive Officer Sumit Kapur and sole director Clark Golestani. The awards vest in equal monthly installments over two years starting on the grant date. If Kapur is terminated other than for cause, or if Golestani is not re-elected, all unvested shares immediately vest.
No other material transactions, financial results, or departures were reported. Exhibit 104 provides the cover-page Inline XBRL data.
Zapata Computing Holdings, Inc. (ZPTA) filed an 8-K announcing a multi-part balance-sheet restructuring designed to inject new cash, reduce secured debt and convert a large portion of trade liabilities into equity.
1. New capital raise: On 12 Jun 2025 the company issued $2.65 million of 10% secured convertible promissory notes (maturity: one year) and five-year warrants. The notes are convertible into 66.25 million common shares at $0.04 per share and automatically convert if Zapata completes an equity deal raising ≥ $5 million. Investors also received warrants for 33.125 million shares at the same $0.04 exercise price. The purchase agreement allows the company to sell up to $3 million of notes and warrants in total.
2. Debt repayment & intercreditor arrangements: Approximately $1.343 million of the proceeds was used to repay a February 2024 senior note that carried a 15% coupon and was due December 2026; that obligation is now satisfied. The new notes and all company assets are pledged under a fresh Security Agreement, and priority among lenders is governed by a new Intercreditor Agreement.
3. Waiver from existing secured lender: A Consent Agreement with one of the existing secured lenders waived any default under its $1 million senior secured note in return for 34 million new common shares.
4. Conversion of payables: Between 12–18 Jun 2025 the company entered into Conversion Agreements converting $10.1 million of accounts payable and other liabilities into 27.33 million shares. Management’s restructuring plan contemplates converting up to ~$17 million of additional liabilities into equity or convertible preferred, implying another potential 18.67 million shares (or preferred stock) still to come.
5. Lock-up & registration terms: All equity recipients entered into Universal Resale & Registration Provisions that lock up the shares for 12 months after the first resale registration becomes effective. Only 10% of each holder’s position can be sold in the first 90 days post-effectiveness and 25% in each subsequent 90-day period, with an overall 10% daily volume cap.
6. Dilution implications: If all instruments issued to date were converted or exercised, the transaction would add roughly 160 million shares (66.25 m note conversion + 33.125 m warrants + 34 m waiver shares + 27.33 m converted payables) to the float, before any additional shares tied to the remaining $6.9 million targeted in the payable-conversion program.
Net take-away: Zapata improves near-term liquidity, eliminates a high-interest secured note, and converts substantial trade debt. However, the structure introduces a 10% secured note due in one year and creates the possibility of material equity dilution that could pressure future share price performance once lock-ups expire.