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Z Squared Inc 2026年季度报告

2026-05-15 美股财报 淘金 曹艳平
报告封面

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026or TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transaction period from _____________ to _____________ Commission File No.001-39669 Z Squared Inc.(Exact name of registrant as specified in its charter) 98-1465952(I.R.S. EmployerIdentification No.) 550 South Andrews Ave., Suite #700Fort Lauderdale, Florida 33301(954) 400-9994zsquaredinc.com Coeptis Therapeutics Holdings, Inc.(Former name or former address, if changed since last report) Securities registered pursuant to Section12(b)of the Act: Securities registered pursuant to Section12(g)of the Act: None Indicate by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated Filer☐Smaller Reporting Company☒Emerging Growth Company☐ Large Accelerated Filer☐Non-accelerated Filer☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12(b)-2 of the Exchange Act). Yes☐No☒ Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: The number of shares outstanding of the registrant’s common stock as of the latest practicable date was: 51,431,493 shares of $0.0001par value common stock outstanding as of May 12, 2026. Z Squared Inc. FORM 10-Q For the Quarter Ended March 31, 2026TABLE OF CONTENTSPARTI – FINANCIAL INFORMATION3Item 1.Unaudited Financial Statements3Unaudited Condensed Consolidated Balance Sheets3Unaudited Condensed Consolidated Statements of Operations4Unaudited Condensed Consolidated Statements of Stockholders’ Equity5Unaudited Condensed Consolidated Statements of Cash Flows7Condensed Consolidated Notes to Unaudited Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations32Item 3.Quantitative and Qualitative Disclosures About Market Risk43Item 4.Controls and Procedures43PARTII – OTHER INFORMATION45Item 1.Legal Proceedings45Item 1A.Risk Factors45Item 2.Unregistered Sales of Equity Securities and Use of Proceeds51Item 3.Defaults Upon Senior Securities51Item 4.Mine Safety Disclosures51Item 5.Other Information51Item 6.Exhibits52SIGNATURES53 PARTI — FINANCIAL INFORMATION Z SQUARED INC. formerly known as COEPTIS THERAPEUTICS HOLDINGS, INC.CONDENSED CONSOLIDATED BALANCE SHEETS Z SQUARED INC. formerly known as COEPTIS THERAPEUTICS HOLDINGS, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited) Z SQUARED INC. formerly known as COEPTIS THERAPEUTICS HOLDINGS, INC.CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITYFOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025(Unaudited) Z SQUARED INC. formerly known as COEPTIS THERAPEUTICS HOLDINGS, INC.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited) Z SQUARED INC. formerly known as COEPTIS THERAPEUTICS HOLDINGS, INC.NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSMARCH 31, 2026 (unaudited) NOTE 1 –DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business General.The registrant (the “Company,” “we” or “our”) was originally incorporated in the British Virgin Islands on November 27,2018 under the name Bull Horn Holdings Corp. On October 27, 2022, Bull Horn Holdings Corp. domesticated from the British VirginIslands to the State of Delaware. On October 28, 2022, in connection with the closing of a prior business combination, the Companychanged its corporate name from Bull Horn Holdings Corp. to “Coeptis Therapeutics Holdings, Inc.” On April 24, 2026, in connectionwith the closing of the business combination described in Notes 16 and 17 (the “Merger”), the Company changed its corporate namefrom “Coeptis Therapeutics Holdings, Inc.” to “Z Squared Inc.” Nature of Bus