STOCK TITAN

Z Squared Inc. (ZSQR) fixes CTO's 49,778-share bonus

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Z Squared Inc. (ZSQR) amended the previously disclosed Executive Employment Agreement with its Chief Technology Officer, Jeffery Harris. The amendment, dated August 24, 2026, fixes the number of restricted stock units for Mr. Harris’s first-year annual bonus at 49,778, rather than leaving the award solely defined by a grant-date fair market value equal to three times his base salary. The amendment text is included as an exhibit and incorporated by reference.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
First-year RSU award 49,778 restricted stock units Fixed number of RSUs underlying Jeffery Harris’s first-year annual bonus award
Bonus value multiple three times base salary Grant-date fair market value of annual RSU bonus in the original Employment Agreement
Exhibit 10.1 Amendment No. 1 to Executive Employment Agreement Filed as an exhibit dated August 24, 2026 between Z Squared Inc. and Jeffery Harris
restricted stock units financial
"providing for an annual bonus in the form of restricted stock units having"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
grant-date fair market value financial
"units having a grant-date fair market value equal to three times"
Executive Employment Agreement regulatory
"entered into an Executive Employment Agreement (the “Employment Agreement”)"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Inline XBRL technical
"Cover Page Interactive Data File (embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

What executive compensation change did ZSQR disclose on August 24, 2026?

Z Squared Inc. disclosed an amendment to Chief Technology Officer Jeffery Harris’s Executive Employment Agreement, fixing the number of restricted stock units in his first-year annual bonus award at 49,778 instead of leaving the award amount solely tied to a value formula.

How many restricted stock units will ZSQR CTO Jeffery Harris receive for his first-year bonus?

For his first-year annual bonus, Z Squared Inc.’s CTO Jeffery Harris will receive an award of 49,778 restricted stock units, as fixed by Amendment No. 1 to his Executive Employment Agreement dated August 24, 2026.

What was the original bonus structure for ZSQR CTO Jeffery Harris before the amendment?

The original Executive Employment Agreement provided for an annual bonus in the form of restricted stock units with a grant-date fair market value equal to three times Mr. Harris’s base salary, without a fixed unit count for the first-year award.

What document contains the full terms of the amended ZSQR CTO agreement?

The full terms of the change are set out in Amendment No. 1 to the Executive Employment Agreement between Z Squared Inc. and Jeffery Harris, filed as Exhibit 10.1 and incorporated by reference.

Does the ZSQR filing indicate any change in company officers besides the CTO arrangement?

The filing focuses on Amendment No. 1 to Chief Technology Officer Jeffery Harris’s Executive Employment Agreement. It does not describe other officer departures or appointments beyond this compensatory arrangement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
false 0001759186 0001759186 2026-08-24 2026-08-24 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): August 24, 2026

 

Z SQUARED INC.

(Exact name of registrant as specified in its charter)

  

Delaware   001-39669   98-1465952
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

550 South Andrews Ave., Suite #700

Fort Lauderdale, Florida

  33301
(Address of principal executive offices)   (Zip Code)

 

305-697-0792

(Registrant’s telephone number, including area code)

 

________________________________________

(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 Section 12(b) of the Act:

 

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

 

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

As previously reported, on June 24, 2026, Z Squared Inc. (the “Company”) and Jeffery Harris, the Company’s Chief Technology Officer, entered into an Executive Employment Agreement (the “Employment Agreement”), providing for an annual bonus in the form of restricted stock units having a grant-date fair market value equal to three times Mr. Harris’s base salary.

 

On August 24, 2026, the Company and Mr. Harris entered into Amendment No. 1 to the Employment Agreement (the “Amendment”), fixing the number of restricted stock units underlying the first-year award at 49,778.

 

The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1   Amendment No. 1 to Executive Employment Agreement, dated as of August 24, 2026, between Z Squared Inc. and Jeffery Harris.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

SIGNATURE

 

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.

 

Date: August 26, 2026

 

  Z SQUARED INC.
   
  By: /s/ David Halabu
  Name: David Halabu
  Title: Chief Executive Officer

 

2

 

 

Filing Exhibits & Attachments

4 documents