Golestani reports 20.9% stake in Zapata Quantum
Clark Golestani filed Amendment No. 2 to his Schedule 13D for Zapata Quantum, Inc. after the company voluntarily registered its common stock under Section 12(g) and became a mandatory reporting company.
Rhea-AI Filing Summary
Clark Golestani filed Amendment No. 2 to his Schedule 13D for Zapata Quantum, Inc. after the company voluntarily registered its common stock under Section 12(g) and became a mandatory reporting company. He beneficially owns 36,820,792 shares, or 20.9% of the 172,293,506 shares outstanding as of March 23, 2026.
His holdings include 32,500,000 restricted shares vesting over two years, additional common shares, multiple stock option grants with exercise prices between $0.08 and $3.80 per share, a convertible promissory note convertible at $0.04 per share, and a warrant exercisable at $0.04 per share. He states he acquired these securities with the purpose of exercising control as a director.
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Key Figures
Beneficial ownership: 36,820,792 shares
Ownership percentage: 20.9%
Shares outstanding: 172,293,506 shares
+5 more
8 metrics
Beneficial ownership
36,820,792 shares
Shares beneficially owned by Clark Golestani
Ownership percentage
20.9%
Percent of Zapata Quantum common stock class
Shares outstanding
172,293,506 shares
Common shares outstanding as of March 23, 2026
Restricted shares
32,500,000 shares
Restricted common stock vesting in equal monthly installments over two years
Convertible note shares
2,500,000 shares at $0.04/share
Shares issuable upon conversion of $100,000 convertible promissory note
Warrant shares
1,250,000 shares at $0.04/share
Shares issuable upon exercise of five-year warrant
Option grant 2025
1,000,000 options at $0.08/share
Grant on October 9, 2025, vesting monthly over two years; 291,667 options counted as underlying shares
Other option holdings
102,837 options
34,279 options at $2.02 (2031 expiry) and 68,558 at $3.80 (2033 expiry)
Key Terms
restricted shares, convertible promissory note, warrant, beneficially owns, +2 more
6 terms
convertible promissory note financial
"2,500,000 shares of Common Stock issuable upon conversion of a convertible promissory note in the principal amount of $100,000"
A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.
warrant financial
"1,250,000 shares of Common Stock issuable upon exercise of a five-year warrant to purchase shares of Common Stock"
A warrant is a time-limited financial contract that gives its holder the right to buy a company's shares at a set price before a specified date, like a coupon that lets you purchase stock at a fixed discount for a limited time. It matters to investors because warrants offer leveraged exposure to a stock’s upside and can dilute existing shareholders if exercised, so they affect potential gains and the company’s outstanding share count.
beneficially owns financial
"The Reporting Person beneficially owns (i) 32,500,000 restricted shares of the Issuer's Common Stock"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
sole Voting Power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 36,820,792.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
dispositive power financial
"9 | Sole Dispositive Power 36,820,792.00 10 | Shared Dispositive Power 0.00"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake in Zapata Quantum (ZPTA) does Clark Golestani report in this Schedule 13D/A?
Clark Golestani reports beneficial ownership of 36,820,792 Zapata Quantum shares, representing approximately 20.9% of the 172,293,506 common shares outstanding as of March 23, 2026. This sizable position reflects his role as a director with a stated purpose of exercising control.
Why was this Zapata Quantum (ZPTA) Schedule 13D Amendment No. 2 filed?
Amendment No. 2 reflects Zapata Quantum’s recent voluntary registration of its common stock under Section 12(g), making it a mandatory reporting company. It also updates Clark Golestani’s beneficial ownership percentage, recalculated using 172,293,506 outstanding shares as of March 23, 2026.
What is Zapata Quantum (ZPTA) required to do as a mandatory reporting company?
As a mandatory reporting company, Zapata Quantum must file periodic disclosures, including annual reports on Form 10-K, quarterly reports on Form 10-Q, and prompt current reports on Form 8-K for certain important events. This increases regular public transparency about the company’s operations and financial condition.
What role does Clark Golestani hold at Zapata Quantum (ZPTA)?
Clark Golestani is a director of Zapata Quantum, Inc. In the filing, he states that he acquired all of his securities in the company with the purpose of exercising control, aligning his large equity position with his governance role on the company’s board of directors.
What stock option terms are disclosed for Clark Golestani in Zapata Quantum (ZPTA)?
He holds 34,279 options exercisable until February 4, 2031 at $2.02 per share, 68,558 options exercisable until July 31, 2033 at $3.80 per share, and 291,667 options from a 1,000,000 grant dated October 9, 2025, with a $0.08 exercise price and two-year monthly vesting.
AI-generated analysis. How Rhea-AI works. Not financial advice.
