Z Squared Inc. Amends Bylaws to Lower Shareholder Quorum

What Happened

• On September 10, 2026 the Board of Z Squared Inc. approved and adopted the Third Amended and Restated Bylaws (the filing’s Exhibit 3.1). The Exhibit lists the bylaws as adopted and effective as of September 9, 2026.
• The bylaws amend Article I, Section 5 to change quorum rules for stockholder meetings: the quorum required to transact business is reduced from a majority in voting power to one-third (1/3) in voting power of outstanding shares entitled to vote, and a quorum, once established, will not be broken by the subsequent withdrawal of any stockholders or their proxies. No other bylaw changes were made.

Key Details

• Quorum reduced from a majority to one-third (1/3) of voting power.
• Quorum, once established, cannot be broken by later withdrawals of attendees or proxies.
• Board approved and adopted the Third Amended and Restated Bylaws on Sept. 10, 2026 (Exhibit indicates effective Sept. 9, 2026).
• The full text of the Third Amended and Restated Bylaws is filed as Exhibit 3.1 to the Form 8-K.

Why It Matters

• Lowering the quorum requirement means fewer shares need to be represented at a meeting to conduct business, which can make it easier for the company to hold valid stockholder meetings and vote on matters requiring shareholder approval.
• Making a quorum unbreakable by later withdrawals reduces the risk that votes or meetings will be invalidated after they start. Both changes are corporate governance updates investors should note because they affect how shareholder votes are conducted and the likelihood that proposals will be acted on at meetings.