Z Squared marketing chief receives 2,467 shares

Available on EDGAR 11/13/2026 - 06:56 PM EST Accepted by SEC EDGAR 11/13/2026 - 06:55 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Z Squared Inc. (ZSQR) Chief Marketing Officer Christopher Ryan Schadel vested and settled 2,467 RSUs on October 27, 2026, receiving 2,467 common shares for no consideration. After settlement, he directly held 6,636 common shares and had 7,038 RSUs remaining.

Insider Trade Summary

2,467 shares exercised/converted

Exercise 2 txns

Insider Schadel Christopher Ryan

Role Chief Marketing Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1, F2, F3	2,467	--	--
Exercise	Common Stock F2	2,467	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 7,038 units (Direct); Common Stock — 6,636 shares (Direct)

Footnotes (3)

1. F1. On April 27, 2026, pursuant to Section 3(b) of the reporting person's Executive Employment Agreement, dated April 27, 2026, the issuer granted the reporting person 9,868 restricted stock units ("RSUs") representing an annual bonus award with an aggregate grant-date fair market value of $150,000. The grant 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 equal quarterly installments of 2,467 RSUs over the one-year period commencing on April 27, 2026 (on each of July 27, 2026, October 27, 2026, January 27, 2027 and April 27, 2027), subject to the reporting person's continued employment with the issuer on each vesting date.
2. F2. Represents the second quarterly vesting of the RSUs described in footnote 1, which vested on October 27, 2026. Each RSU was settled in one share of common stock for no consideration.
3. F3. The number of derivative securities beneficially owned following the reported transaction includes 4,934 RSUs remaining from the April 27, 2026 grant described in footnote 1 and 2,104 RSUs remaining from the 2,806 RSUs granted to the reporting person on June 3, 2026 under the issuer's 2025 Incentive Compensation Plan as a supplemental award in respect of the annual bonus under Section 3(b) of the reporting person's Executive Employment Agreement, previously reported on the reporting person's Form 4 filed on June 8, 2026 and the reporting person's Form 4/A filed on October 2, 2026. The June 3, 2026 RSUs vest in four substantially equal quarterly installments (subject to rounding) on each of September 3, 2026, December 3, 2026, March 3, 2027 and June 3, 2027, subject to continued employment on each vesting date.

Key Figures

RSUs vested and settled: 2,467 RSUs Settlement consideration: $0 per share Common shares held after settlement: 6,636 shares +2 more

5 metrics

RSUs vested and settled 2,467 RSUs October 27, 2026; settled for 2,467 common shares

Settlement consideration $0 per share Each RSU settled in one common share for no consideration

Common shares held after settlement 6,636 shares Direct holdings following the October 27, 2026 transaction

Remaining RSUs 7,038 RSUs Derivative securities beneficially owned following the reported transaction

Grant-date fair market value $150,000 Aggregate value of the 9,868-RSU annual bonus award granted April 27, 2026

Key Terms

restricted stock units (RSUs), grant-date fair market value, quarterly installments

3 terms

restricted stock units (RSUs) financial

"settled 2,467 RSUs"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

grant-date fair market value financial

"aggregate grant-date fair market value of $150,000"

quarterly installments financial

"vest in four equal quarterly installments"

FAQ

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

How many ZSQR shares did the chief marketing officer receive?

Christopher Ryan Schadel received 2,467 common shares when 2,467 RSUs vested and were settled on October 27, 2026. Each RSU was settled in one common share for no consideration.

What vesting conditions apply to Christopher Ryan Schadel’s remaining ZSQR RSUs?

After the October 27, 2026 settlement, 7,038 RSUs remained: 4,934 from an April 27, 2026 award and 2,104 from a June 3, 2026 supplemental award. Both awards are subject to continued employment on vesting dates. The April award’s remaining installments are scheduled for January 27 and April 27, 2027; the June award’s schedule includes December 3, 2026, March 3, 2027, and June 3, 2027.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Schadel Christopher Ryan

(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 Marketing Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/27/2026

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	10/27/2026		M		2,467(2)	A	$0(2)	6,636	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	10/27/2026		M			2,467	(1)	(1)	Common Stock	2,467	(2)	7,038(3)	D

Explanation of Responses:

1. On April 27, 2026, pursuant to Section 3(b) of the reporting person's Executive Employment Agreement, dated April 27, 2026, the issuer granted the reporting person 9,868 restricted stock units ("RSUs") representing an annual bonus award with an aggregate grant-date fair market value of $150,000. The grant 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 equal quarterly installments of 2,467 RSUs over the one-year period commencing on April 27, 2026 (on each of July 27, 2026, October 27, 2026, January 27, 2027 and April 27, 2027), subject to the reporting person's continued employment with the issuer on each vesting date.

2. Represents the second quarterly vesting of the RSUs described in footnote 1, which vested on October 27, 2026. Each RSU was settled in one share of common stock for no consideration.

3. The number of derivative securities beneficially owned following the reported transaction includes 4,934 RSUs remaining from the April 27, 2026 grant described in footnote 1 and 2,104 RSUs remaining from the 2,806 RSUs granted to the reporting person on June 3, 2026 under the issuer's 2025 Incentive Compensation Plan as a supplemental award in respect of the annual bonus under Section 3(b) of the reporting person's Executive Employment Agreement, previously reported on the reporting person's Form 4 filed on June 8, 2026 and the reporting person's Form 4/A filed on October 2, 2026. The June 3, 2026 RSUs vest in four substantially equal quarterly installments (subject to rounding) on each of September 3, 2026, December 3, 2026, March 3, 2027 and June 3, 2027, subject to continued employment on each vesting date.

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/ Elissa Stall, as Attorney-in-Fact for Ryan Schadel	11/13/2026
	** 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)