Zapata Quantum Hires Chardan as Exclusive Broker-Dealer for Restricted Sales

What Happened
Zapata Quantum, Inc. (ZPTA) filed an 8-K (Item 1.01) on August 5, 2026 disclosing that on July 30, 2026 it entered into an Exclusive Broker-Dealer and Leak-Out Management Agreement with Chardan Capital Markets LLC. Under the agreement Chardan will be the exclusive broker-dealer to manage potential sales of certain stockholders’ restricted shares that are subject to the company’s Universal Resale and Registration (URR) provisions tied to 2025 issuances.

Key Details

• Agreement date: July 30, 2026; Form 8-K filed August 5, 2026 (Item 1.01).
• Exclusive broker-dealer: Chardan Capital Markets LLC will manage sales in compliance with the URR.
• Commission: 4% of gross sale proceeds (subject to each seller’s approval); once Chardan’s aggregate commissions reach $200,000, the rate drops to 3% for subsequent sales.
• Termination payment: if the agreement ends (other than for Chardan’s uncured material breach), Zapata will pay Chardan the excess, if any, of $400,000 over the aggregate commissions already received (i.e., up to a $400,000 shortfall).

Why It Matters
This agreement governs how existing restricted shares tied to 2025 transactions can be sold into the market. It does not represent a new issuance of shares, but it sets the exclusive channel, fees, and pace-management for secondary sales—factors that can affect the timing and supply of shares that reach public markets. Investors should note the company may have a contingent cash obligation (up to $400,000) if the agreement terminates before commissions reach that level, and sellers’ net proceeds will be reduced by the stated commission structure.