COEPW (COEPW)

AI-Powered SEC Filing Analysis

Current Report Filed: 2026-05-01

Key Insights

  • Z Squared Inc. (formerly Coeptis Therapeutics) is acquiring Skycore Digital LLC, a data center company, for up to $22 million in Series B Convertible Preferred Stock, signaling a significant strategic pivot from therapeutics to digital infrastructure.
  • The Series B Preferred Stock includes aggressive terms for investors: 8-10% annual dividends, conversion at 110% of VWAP, forced conversion at 200% of conversion price, and a mandatory redemption in 7 years, indicating the company is willing to accept substantial dilution and financial obligations.
  • The transaction has a tight 90-day exclusivity period with a June 30, 2026 drop-dead date and a $500,000 break-up fee, suggesting execution risk and potential complications in deal closure.
  • The company is simultaneously issuing equity to consultants and service providers (200,000 shares to Group 10 Holdings and up to 566,000 shares to Moneta Advisory Partners), which increases shareholder dilution during an active acquisition period.
Current Report Filed: 2026-04-30

Key Insights

  • Coeptis Therapeutics completed a reverse merger with Z Squared Inc. on April 24, 2026, resulting in a corporate restructuring where Coeptis became the parent holding company and Z Squared became a wholly owned subsidiary, with both entities changing their names in the process.
  • The filing indicates significant changes in control and corporate governance, including amendments to the certificate of incorporation and potential changes in directors and executive officers that warrant careful review of management continuity and strategic direction.
  • The document contains extensive forward-looking statements and risk factors, suggesting the combined entity faces material uncertainties and substantial known and unknown risks that could materially impact future results and performance.
Insider Trading Filed: 2026-04-30

Key Insights

  • Director Adam Sohn received 9,868 restricted stock units (RSUs) with a grant-date fair value of $150,000, vesting over 36 months in equal monthly installments, indicating standard independent director compensation rather than a significant equity stake accumulation.
  • The RSUs vest contingent on continued Board service, aligning the director's interests with long-term company performance and suggesting stable governance structure at Coeptis/Z Squared Inc.
  • This is a routine annual director equity grant with no discretionary trading activity, indicating no insider concerns about company valuation or near-term prospects.
  • The filing shows the company has an established 2025 Incentive Compensation Plan and Non-Employee Director Compensation Program, demonstrating formalized governance practices for executive and board compensation.
Insider Trading Filed: 2026-04-30

Key Insights

  • Christopher Ryan Schadel, Chief Marketing Officer, received 100,000 stock options with a $15.20 exercise price and a performance-based vesting condition requiring 50% stock price appreciation, indicating management confidence in future growth but also signaling the stock may be undervalued at current levels.
  • The grant of 9,868 RSUs worth $150,000 annually demonstrates a competitive compensation package designed to retain executive talent, with quarterly vesting over one year tied to continued employment, suggesting management stability in the marketing function.
  • The stock option vesting tied to performance metrics rather than time-based vesting is unusual and suggests the board believes significant upside potential exists, though the 10-year exercise window provides flexibility for the executive to capitalize on future gains.
  • This is a new executive employment agreement dated April 27, 2026, indicating recent leadership changes or expansion in the marketing department at Z Squared Inc. (note: the issuer name differs from the ticker symbol COEPW mentioned in the query, suggesting a potential corporate reorganization or ticker mismatch).
Insider Trading Filed: 2026-04-30

Key Insights

  • Co-CEO David Halabu received a 500,000 share stock option grant with a $15.20 exercise price, representing significant long-term compensation aligned with executive retention and performance incentives.
  • The option vests only when the stock price appreciates 50% above the grant-date fair market value, creating a performance-based structure that ties executive compensation directly to shareholder value creation.
  • The 10-year exercise window and full vesting upon a specific price target (rather than time-based vesting) suggests management confidence in future stock performance but also indicates no immediate insider buying conviction at current valuations.
Insider Trading Filed: 2026-04-30

Key Insights

  • Director Bryan Fuerst received 9,868 restricted stock units (RSUs) valued at $150,000 as part of an Independent Director Agreement, indicating the company is compensating board members with equity rather than cash.
  • The RSUs vest over 36 months in equal monthly installments starting April 27, 2026, which aligns director incentives with long-term company performance and suggests confidence in future growth.
  • This is a routine equity grant to a non-employee director with no expiration date on the underlying RSUs, representing standard governance practice for publicly traded companies.
  • The grant was approved under the company's 2025 Incentive Compensation Plan and Non-Employee Director Compensation Program, demonstrating established equity compensation frameworks.
Insider Trading Filed: 2026-04-30

Key Insights

  • Director Kenneth Cooper received 9,868 restricted stock units (RSUs) valued at $150,000 as part of his Independent Director Agreement, with a grant date of April 27, 2026 and vesting over 36 months contingent on continued board service.
  • The RSU grant represents standard director compensation under the company's 2025 Incentive Compensation Plan and Non-Employee Director Compensation Program, indicating formal governance structure and board retention mechanisms.
  • This is a routine equity award with no immediate dilution concern, as RSUs vest gradually over three years and the reporting person has no current beneficial ownership of common shares beyond these contingent rights.
Insider Trading Filed: 2026-04-30

Key Insights

  • Brian Cogley, CFO of Z Squared Inc., received 100,000 stock options with a $15.20 exercise price and a performance vesting condition requiring 50% stock price appreciation over 10 years, indicating management confidence in long-term value creation.
  • The grant of 16,447 RSUs valued at approximately $250,000 (vesting quarterly over one year) represents a significant equity incentive tied to continued employment, suggesting the company is retaining executive talent through multi-year compensation packages.
  • The performance-based vesting structure of the stock options (requiring 50% appreciation) rather than time-based vesting is an uncommon and ambitious condition that aligns executive interests with substantial shareholder value creation.
  • This executive compensation package was formalized through an Amended and Restated Employment Agreement on April 27, 2026, potentially indicating a contract renewal or restructuring at the CFO level.
Insider Trading Filed: 2026-04-30

Key Insights

  • Michelle Burke, Co-Chief Executive Officer and Director, received the first tranche of a $1,000,000 equity compensation package through an Amendment to Service Agreement, indicating the company is retaining key executive leadership with substantial incentive alignment.
  • The transaction represents a compensation arrangement paid in four equal quarterly installments of $250,000 each ($250,000 issued on 04/27/2026), suggesting deferred compensation structured to retain executive talent over a one-year period.
  • The shares were issued at $0 consideration to Burke as part of the company's 2025 Incentive Compensation Plan, which is a common equity-based compensation mechanism but may indicate dilution to existing shareholders depending on plan authorization limits.
  • Burke's direct beneficial ownership increased to 16,447 shares following this transaction, though the total equity stake size relative to company capitalization cannot be determined from this filing alone.
Current Report Filed: 2026-04-28

Key Insights

  • Coeptis Therapeutics completed a business combination with Z Squared, Inc. (NASDAQ: ZSQR), with the company now trading under ticker ZSQR on Nasdaq Global Market, representing a significant corporate restructuring event.
  • The filing indicates a pro rata dividend distribution related to Coeptis's pre-business combination biopharmaceutical business, suggesting a separation or spin-off of assets post-merger that could impact shareholder value allocation.
  • This is a routine 8-K disclosure (Item 8.01) of a press release supplementing information about the already-announced business combination, with no material new financial data or operational details provided in the filing itself.
Current Report Filed: 2026-04-24

Key Insights

  • Coeptis Therapeutics completed a business combination with Z Squared Inc., a material corporate event that fundamentally changes the company's structure and operations.
  • The company's ticker symbol is changing from COEP to ZSQR effective Monday, April 27, 2026, requiring investors to update their portfolio tracking and trade under the new symbol.
  • Trading is expected to commence on Nasdaq Global Market (upgraded from Nasdaq Capital Market), suggesting improved liquidity and market tier status post-combination.
  • This is a Regulation FD disclosure filing, meaning the press release is furnished but not filed, limiting certain legal protections and incorporation-by-reference provisions for investors.
Current Report Filed: 2026-04-08

Key Insights

  • Coeptis Therapeutics Holdings, Inc. announced that Nasdaq has approved the listing of the post-merger company's common stock on the Nasdaq Global Market under the ticker symbol 'ZSQR', subject to customary closing conditions.
  • The company is an emerging growth company and has not elected to use the extended transition period for complying with new or revised financial accounting standards.
  • Investors should closely monitor any further updates on the proposed merger with Z Squared Inc. and the company's plans for its listing on the Nasdaq Global Market.
Insider Trading Filed: 2026-02-13

Key Insights

  • The reporting person, Brian Cogley, acquired 22,500 shares of Coeptis Therapeutics Holdings, Inc. (COEPW) common stock, including 10,000 shares acquired through the exercise of stock options and 12,500 shares granted as restricted stock.
  • The acquisition of the shares by the Chief Financial Officer suggests that he has confidence in the company's future prospects and aligns his interests with those of shareholders.
  • The timing of the transactions, in early February 2026, may indicate that the company has recently provided positive updates or guidance that have increased Cogley's confidence in the company's outlook.
Insider Trading Filed: 2026-02-13

Key Insights

  • The reporting person, Philippe Deschamps, exercised 5,700 stock options at $10.56 per share and was granted 3,250 shares of restricted stock, indicating potential confidence in the company's future performance.
  • The insider transaction occurred on February 11, 2026, providing insight into the company's recent activities and strategic direction.
  • The reporting person currently holds 8,950 shares of Coeptis Therapeutics Holdings, Inc. (COEP), representing a direct ownership stake in the company.
Insider Trading Filed: 2026-02-13

Key Insights

  • The reporting person, Chris Calise, acquired 5,700 shares of common stock through the exercise of stock options and an additional 3,250 shares of restricted stock, increasing his direct beneficial ownership to 368,741 shares.
  • Calise also owns additional shares through indirect beneficial ownership, including 49,500 shares owned by a trust and 47,106 shares issuable under currently exercisable warrants.
  • The restricted stock grant appears to be part of an option exchange program, where Calise surrendered underwater options in exchange for the restricted stock award.
Insider Trading Filed: 2026-02-13

Key Insights

  • The CEO and President of Coeptis Therapeutics Holdings, Inc. (COEPW) exercised 148,875 stock options and received 51,250 restricted shares, indicating their confidence in the company's future.
  • The insider transaction involving the exercise of options and receipt of restricted shares suggests the CEO and President are aligning their interests with those of shareholders.
  • The timing of the transaction, in February 2026, may signal the CEO and President's view that the company's stock is undervalued and presents an attractive investment opportunity.
Insider Trading Filed: 2026-02-13

Key Insights

  • The reporting person, Christopher P. Cochran, who is a director of Coeptis Therapeutics Holdings, Inc., exercised 5,700 stock options and acquired 3,250 shares of restricted stock on February 11, 2026.
  • The exercise price of the stock options was $10.56 per share, indicating that Cochran is bullish on the company's stock.
  • The acquisition of restricted stock suggests that Cochran is aligning his interests with those of shareholders, further demonstrating his confidence in the company's future.
Insider Trading Filed: 2026-02-13

Key Insights

  • The reporting person, Daniel Yerace, is a VP Operations at Coeptis Therapeutics Holdings, Inc. (COEP), indicating he holds a key leadership position in the company.
  • Yerace exercised 10,000 stock options at $10.41 per share and was granted 20,000 shares of restricted stock, suggesting he is actively participating in the company's equity compensation programs.
  • The restricted stock grant was part of an option exchange program, where Yerace surrendered underwater options in exchange for the restricted stock award, potentially aligning his interests with shareholders.
Insider Trading Filed: 2026-02-13

Key Insights

  • Gene Salkind, a director of Coeptis Therapeutics Holdings, Inc., exercised 5,700 stock options and acquired 3,250 shares of restricted stock, indicating his ongoing commitment to the company.
  • Salkind's total beneficial ownership of Coeptis Therapeutics stock increased to 13,161 shares, suggesting his confidence in the company's future prospects.
  • The transaction was executed under a Rule 10b5-1 trading plan, which provides an affirmative defense against insider trading allegations and suggests a planned, pre-determined strategy.
Insider Trading Filed: 2026-02-13

Key Insights

  • The reporting person, Tara DeSilva, a director of Coeptis Therapeutics Holdings, Inc., exercised 5,700 stock options and was granted 3,250 shares of restricted stock on February 11, 2026.
  • The exercise price of the stock options was $10.56, indicating the options were in-the-money at the time of exercise.
  • The grant of restricted stock appears to be part of an option exchange program, where the reporting person surrendered underwater options in exchange for the restricted stock award.

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Important Information

AI-generated analysis is for informational purposes only. Always read original SEC filings and consult with qualified professionals before making investment decisions.