ZeroStack (ZSTK) Registration Filing summary

Company overview and business model

• Rebranding as ZeroStack, focusing on AI infrastructure via strategic ownership in OG Tokens, a blockchain enabling decentralized AI applications.

• Operates global pharmaceutical distribution through Phatebo, with principal operations in Germany and sales across 28 countries.

• Divested legacy hemp and cannabis business in September 2025 to focus on digital assets and pharmaceuticals.

Financial performance and metrics

• As of January 2, 2026, 1,045,604 common shares were issued and outstanding.

• Net proceeds from May 2025 Private Placement were $1.1 million; Cash Private Placement netted $13.66 million.

• Received 71,766,135 OG Tokens (valued at $215.3 million) and 50,000,000 OG Tokens from private placements.

Use of proceeds and capital allocation

• Proceeds from private placements allocated to digital asset treasury strategy, primarily OG Tokens, and to enhance AI business functionality.

• Additional funds used for general corporate and working capital purposes.

• Proceeds from May 2025 Private Placement used to purchase Solana, Ethereum, Sui, Ripple, and for corporate purposes.