Z Squared CFO Brian Cogley receives 4,112 shares

The vested units were one quarterly installment of a bonus award subject to continued employment on each vesting date.

Rhea-AI Filing Summary

Z Squared Inc. Chief Financial Officer Brian Cogley had 4,112 restricted stock units vest and received 4,112 common shares on July 27, 2026. The shares were issued under the company’s Form S-8 registration statement filed August 21, 2026. The RSUs came from a 16,447-unit annual bonus award granted April 27, 2026, and are subject to continued employment on each vesting date. Cogley’s reported direct holdings after the transaction were 26,612 common shares and 12,335 RSUs.

Insider Trade Summary

4,112 shares exercised/converted

Exercise 2 txns

Insider Cogley Brian

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1	4,112	$0.00	$0.00
Exercise	Common Stock F2	4,112	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 12,335 contracts (Direct); Common Stock — 26,612 shares (Direct)

Footnotes (2)

1. F1. On April 27, 2026, pursuant to Section 3(b) of the reporting person's Amended and Restated Executive Employment Agreement with the issuer, the issuer granted the reporting person 16,447 restricted stock units ("RSUs") under the Z Squared, Inc. 2025 Incentive Compensation Plan, representing an annual bonus award. The number of RSUs was determined by dividing $250,000 by the April 27, 2026 closing price per share on the Nasdaq Global Market ($15.20), rounded down to the nearest whole share. The grant of the RSUs was previously reported on the reporting person's Form 4 filed on April 30, 2026. Each RSU represents a contingent right to receive one share of common stock upon vesting and has no expiration date. The RSUs vest in four substantially equal quarterly installments (4,112 RSUs on each of July 27, 2026, October 27, 2026 and January 27, 2027, and 4,111 RSUs on April 27, 2027), subject to the reporting person's continued employment with the issuer on each vesting date.
2. F2. Represents the first quarterly vesting of the RSUs described in footnote 1, which vested on July 27, 2026.

Key Figures

RSUs vested: 4,112 restricted stock units Common shares received: 4,112 shares Common shares held after transaction: 26,612 shares +4 more

7 metrics

RSUs vested 4,112 restricted stock units July 27, 2026

Common shares received 4,112 shares July 27, 2026

Common shares held after transaction 26,612 shares Reported direct holdings

RSUs held after transaction 12,335 restricted stock units Reported resulting position

Annual bonus RSUs granted 16,447 restricted stock units Granted April 27, 2026

Annual bonus award $250,000 Award represented by the RSUs granted April 27, 2026

Closing price used to determine RSU count $15.20 per share April 27, 2026

Key Terms

restricted stock units, contingent right, 2025 Incentive Compensation Plan, Form S-8

4 terms

restricted stock units financial

"16,447 restricted stock units"

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.

contingent right financial

"Each RSU represents a contingent right to receive one share"

2025 Incentive Compensation Plan financial

"under the Z Squared, Inc. 2025 Incentive Compensation Plan"

Form S-8 regulatory

"registration statement on Form S-8"

A Form S-8 is a U.S. Securities and Exchange Commission registration that lets a public company set aside shares for employee benefit plans and stock-based compensation. Think of it as opening a dedicated account that authorizes the company to issue or reserve stock for workers and directors; it matters to investors because it enables share dilution when those awards are granted or exercised and signals how management is compensated and incentivized.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ZSQR shares did CFO Brian Cogley receive?

Brian Cogley received 4,112 common shares on July 27, 2026, when 4,112 restricted stock units vested. His reported resulting direct holdings were 26,612 common shares and 12,335 restricted stock units.

What is the vesting schedule for Brian Cogley's ZSQR RSUs?

The 16,447 restricted stock units granted on April 27, 2026 as an annual bonus vest in four substantially equal quarterly installments: 4,112 on July 27, October 27, and January 27, and 4,111 on April 27, 2027. Vesting is subject to continued employment on each vesting date.

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

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Available on EDGAR 10/02/2026 - 07:06 PM Accepted by SEC EDGAR 10/02/2026 - 07:06 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cogley Brian

(Last) (First) (Middle)

C/O Z SQUARED INC.

550 SOUTH ANDREWS AVENUE, SUITE 700

(Street)

FORT LAUDERDALE, FLORIDA 33301

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Z Squared Inc. [ ZSQR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/27/2026		M		4,112(2)	A	$0(2)	26,612	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(1)	$0	07/27/2026		M			4,112	(1)	(1)	Common Stock	4,112	$0	12,335	D

Explanation of Responses:

1. On April 27, 2026, pursuant to Section 3(b) of the reporting person's Amended and Restated Executive Employment Agreement with the issuer, the issuer granted the reporting person 16,447 restricted stock units ("RSUs") under the Z Squared, Inc. 2025 Incentive Compensation Plan, representing an annual bonus award. The number of RSUs was determined by dividing $250,000 by the April 27, 2026 closing price per share on the Nasdaq Global Market ($15.20), rounded down to the nearest whole share. The grant of the RSUs was previously reported on the reporting person's Form 4 filed on April 30, 2026. Each RSU represents a contingent right to receive one share of common stock upon vesting and has no expiration date. The RSUs vest in four substantially equal quarterly installments (4,112 RSUs on each of July 27, 2026, October 27, 2026 and January 27, 2027, and 4,111 RSUs on April 27, 2027), subject to the reporting person's continued employment with the issuer on each vesting date.

2. Represents the first quarterly vesting of the RSUs described in footnote 1, which vested on July 27, 2026.

Remarks:

The shares of common stock reported in Table I as acquired upon settlement of restricted stock units were issued under the issuer's registration statement on Form S-8 filed with the Securities and Exchange Commission on August 21, 2026.

	/s/ Brian Cogley	10/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)