Zivo Bioscience Inc 2025年度报告

2125 Butterfield Drive, Suite 100, Troy, Michigan 48084 (248) 452-9866www.zivobioscience.cominfo@zivobioscience.com Annual Report For the period ending December 31, 2025 (the “Reporting Period”) Outstanding SharesThe number of shares outstanding of our Common Stock was: 4,151,607 as of April 28, 2026(Current Reporting Period Date or More Recent Date) 3,950,680 as of December 31, 2025(Most Recent Completed Fiscal Year End) Shell StatusIndicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933, Rule 12b-2 of the Exchange Act of 1934 and Rule 15c2-11 of the Exchange Act of 1934): Yes:☐No:☒ Indicate by check mark whether the company’s shell status has changed since the previous reporting period: Yes:☐No:☒ Change in ControlIndicate by check mark whether a Change in Control of the company has occurred during this reporting period: Yes:☐No:☒ 1)Name and address(es) of the issuer and its predecessors (if any) Zivo Bioscience, Inc. Zivo Bioscience, Inc., was incorporated under the laws of the State of Nevada on March 28, 1983, under the name of “L.Peck Enterprises, Inc.” On May 27, 1999, we changed our name to “Western Glory Hole, Inc.” From 1990 until October2003, we had no business operations; we were in the development stage and were seeking profitable businessopportunities. On October 30, 2003, we acquired 100% of the outstanding shares of Health Enhancement Corporation(“HEC”) in exchange for 112,500 of our shares, making HEC our wholly-owned subsidiary. In connection with thistransaction, we changed our name to Health Enhancement Products, Inc. On October 14, 2014, at the annual meeting ofthe stockholders of the Company, a proposal was passed to change the name of the Company from Health EnhancementProducts, Inc. to Zivo Bioscience, Inc. On October 30, 2014, the Financial Industry Regulatory Authority approved the nameZivo Bioscience, Inc. for trading purposes and the symbol changed to ZIVO effective November 10, 2014. Current State and Date of Incorporation or Registration: Nevada Corporation; date of incorporation March 28, 1983Standing in this jurisdiction: (e.g. active, default, inactive): Active Prior Incorporation Information for the issuer and any predecessors during the past five years: N/A Describe any trading suspension or halt orders issued by the SEC or FINRA concerning the issuer or its predecessorssince inception: None. ACTIVE 723647737v3 List any company name change, stock split, dividend, recapitalization, merger, acquisition, spin-off, or reorganizationeither currently anticipated or that occurred within the past 12 months None Address of the issuer’s principal executive office:2125 Butterfield Drive, Suite 100, Troy, MI 48084 Address of the issuer’s principal place of business: XCheck if principal executive office and principal place of business are the same address: Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years? No:☒Yes:☐If Yes, provide additional details below: 2)Security Information Transfer Agent Name:Equiniti Trust Company LLCPhone:(919) 744-2722Email:transfer‐ID@equiniti.comAddress:1110 Centre Point Curve, Suite 101, Mendota Heights, MN 55120 Publicly Quoted or Traded Securities: Trading symbol:Exact title and class of securities outstanding:CUSIP:Par or stated value:Total shares authorized:Total shares outstanding:Total number of shareholders of record: ZIVOCommon Stock98978N309$0.00125,000,000as of date: December 31, 20253,950,680as of date: December 31, 2025202as of date: April 27, 2026 Publicly traded warrants ZIVOW Trading symbol:Exact title and class of securities outstanding:CUSIP:Par or stated value:Total shares authorized:Total shares outstanding:Total number of holders of record: ZIVOWWarrants to purchase shares ofCommon Stock98978N119$0.001495,917 as of date: May 4, 2026495,917 as of date: May 4, 2026202 as of date: May 4, 2026 Other classes of authorized or outstanding equity securities that do not have a trading symbol: The Company has not authorized or issued any preferred securities. See Note 6 to the Company’s financial statementsfor a description of derivative securities issued by the Company. Including warrants, options, and restricted stock awards,that are convertible into common stock.Securities Description 1.For common equity, describe any dividend, voting and preemption rights. Holders of Common Stock are entitled to one vote per share on all matters submitted to a vote of the stockholders. Ourholders of Common Stock do not have cumulative voting rights. Holders of Common Stock will be entitled to receive ratablysuch dividends as may be declared by the Board of Directors out of funds legally available therefore, which may be paid incash, property, or in shares of the Company’s capital stock. Upon liquidation, dissolution or winding up of the Company,either voluntarily or involuntarily, the ho