Zapata Quantum, Inc. 8-K

What Happened

• Zapata Quantum, Inc. announced on its Form 8-K (filed April 15, 2026) that it sold and issued 3,750 shares of Series D Convertible Preferred Stock on April 9 and April 14, 2026, together with warrants to buy a total of 4,270,098 shares of common stock, for aggregate gross proceeds of $3,750,000. The company said net proceeds will be used for working capital and general corporate purposes.
• The transaction is part of a larger offering of up to 15,000 shares of Series D (convertible into 34,160,784 common shares, subject to adjustment) and warrants to purchase up to 17,080,392 common shares, for up to $15,000,000 in gross proceeds.

Key Details

• Dates of sales: April 9, 2026 and April 14, 2026; filing date: April 15, 2026.
• Amount raised in this tranche: $3,750,000 gross for 3,750 Series D shares and warrants to purchase 4,270,098 common shares.
• Placement agents: Craig-Hallum Capital Group, LLC (lead) and Odeon Capital Group LLC (co-lead). Placement agent compensation: warrants equal to 2% of the common shares issuable on conversion of the Series D and a cash fee equal to 6% of gross proceeds.
• Securities sold under exemptions from registration (Section 4(a)(2) and Rule 506(b)); the offering agreements and securities terms were previously disclosed in the company’s April 8, 2026 8-K and are incorporated by reference.

Why It Matters

• This private financing provides near-term liquidity (net proceeds for working capital and general corporate needs) without a registered public offering.
• The issuance includes significant warrants and conversion features that could dilute existing common shareholders if converted or exercised; the company disclosed the full size of the planned offering (up to $15M and related conversion/warrant coverage), which is material for investors tracking potential future dilution and capital plans.