SCHEDULE: Director Clark Golestani Boosts Zapata Quantum Stake to 22.5%

Clark Golestani, a director of Zapata Quantum, Inc., increased his beneficial ownership to 22.5% of the company's common stock, primarily through new stock options and convertible instruments.

Summary

• Clark Golestani, a director of Zapata Quantum, Inc., beneficially owns 36,545,792 shares of the Issuer's common stock.
• This represents approximately 22.5% of the 158,295,506 outstanding shares of common stock as of October 14, 2025.
• The beneficial ownership includes 32,500,000 restricted shares, 151,288 additional common shares, 34,279 stock options exercisable until February 4, 2031 (exercise price $2.02), and 68,558 stock options exercisable until July 31, 2033 (exercise price $3.80).
• Holdings also include 2,500,000 shares issuable upon conversion of a $100,000 convertible promissory note (conversion price $0.04) and 1,250,000 shares issuable upon exercise of a five-year warrant (exercise price $0.04).
• On October 9, 2025, Golestani received an additional 1,000,000 stock options with an exercise price of $0.08 per share, which vest in equal monthly increments over two years, with the first vesting date on November 9, 2025.
• The stated purpose of acquiring these securities is for exercising control over the Issuer.

Sentiment

Score: 7

Explanation: The increased stake and stated intent to exercise control by a director can be viewed positively as a sign of confidence and long-term commitment. The acquisition of options and convertible instruments at relatively low exercise/conversion prices suggests a belief in future appreciation.

Positives

• A director increasing their beneficial ownership to a significant 22.5% stake signals strong confidence in the company's future prospects.
• The stated purpose of exercising control suggests a long-term strategic commitment and active involvement in the company's direction.
• Acquisition of additional stock options and convertible instruments at specific prices indicates a belief in potential future share price appreciation.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance beyond the vesting schedule of stock options and the expiration dates of warrants and other options.

Management Comments

• Acquired all of his securities with the purpose of exercising control.

Industry Context

This filing reflects an individual director's increased stake and intent to exercise control, which is a common occurrence in the lifecycle of publicly traded companies, particularly those in emerging or high-growth sectors like quantum computing (implied by 'Zapata Quantum'). Such moves can be seen as a vote of confidence or a strategic positioning by key insiders.

Stakeholder Impact

• Shareholders: Increased insider ownership and intent to exercise control could be seen as a positive signal, potentially aligning management and shareholder interests.
• Company: A director with a significant stake and control intent may drive strategic decisions more directly.

Next Steps

• Vesting of 1,000,000 stock options in equal monthly increments over two years, starting November 9, 2025.
• Potential exercise of 34,279 stock options by February 4, 2031.
• Potential exercise of 68,558 stock options by July 31, 2033.
• Potential conversion of a $100,000 convertible promissory note into 2,500,000 shares.
• Potential exercise of a five-year warrant to purchase 1,250,000 shares.

Key Dates

Recommendation

While a director increasing their stake and expressing intent to exercise control can be a positive signal of confidence, this filing primarily details ownership structure rather than operational performance or financial results. Without additional information on the company's fundamentals, strategic direction, or market position, a 'hold' recommendation is prudent. The significant insider ownership suggests alignment of interests, but further analysis of the company's business prospects is required for a stronger recommendation.

Keywords

Zapata Quantum, Clark Golestani, Schedule 13D/A, Beneficial Ownership, Common Stock, Stock Options, Convertible Note, Warrant, Director Stake, SEC Filing