ZSTK on Nasdaq
ZeroStack Corp.
American finance services company that raised $1.1 billion in 2026 (SEC Form D)1
In its 2026 annual report the company says: “We are a decentralized AI treasury and AI-focused asset management company that is investing in the future of AI. The Company is a global pharmaceutical distributor through its wholly owned subsidiary Phatebo GmbH.”4 It is headquartered in Dallas, Texas.1 Its shares trade on Nasdaq under the symbol ZSTK.1
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Last updated Oct 20, 2026.
Overview
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- TickerZSTK on Nasdaq1
- IndustryFinance Services1
- HeadquartersDallas, Texas1
- Incorporated inTX2
- Business address2626 Cole Avenue, Suite 300, Dallas, Tx 752042
- Filer category, Emerging growth company2
- Legal formCorporation
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ZeroStack Corp. (formerly Flora Growth Corp.) was incorporated as Flora Growth Corp. on March 13, 2019, under the laws of the Province of Ontario. On January 29, 2026, the Company changed its corporate name from "Flora Growth Corp." to "ZeroStack Corp." and changed its Nasdaq ticker from "FLGC" to "ZSTK". We are a decentralized AI treasury and AI-focused asset management company that is investing in the future of AI. Our first AI-oriented project is through strategic ownership in 0G Tokens (as defined below). The Company is a global pharmaceutical distributor through its wholly owned subsidiary Phatebo GmbH ("Phatebo").4 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue95¢$34.0M
- Other costs4¢$1.6M
- Income tax0¢$59.0K
Out of $35.7M in revenue.5 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Revenue | $35.7M | $35.9M |
| Cost of sales | $34.0M | $33.7M |
| Gross profit | $1.6M | $2.2M |
| Loss from changes in fair value of digital assets | $143.0M | $0 |
| Consulting and management fees | $5.2M | $4.0M |
| Professional fees | $2.6M | $2.3M |
| Share based compensation | $1.2M | $2.8M |
| General and administrative | $1.4M | $1.9M |
| Travel | $274.0K | $226.0K |
| Bad debt | $323.0K | $0 |
| Operating lease | $151.0K | $102.0K |
| Depreciation and amortization | $23.0K | $25.0K |
| Asset impairments | $46.0K | $32.0K |
| Other expenses (income), net | $2.0M | -$215.0K |
| Total operating expenses | $156.3M | $11.1M |
| Operating loss | -$154.7M | -$8.9M |
| Interest expense, net | $199.0K | $139.0K |
| Foreign exchange (income) loss | -$41.0K | $462.0K |
| Gain on disposal of Insolvent Entities | -$1.1M | $0 |
| Changes in financial instruments fair value | -$38.3M | -$202.0K |
| Net loss before income taxes and discontinued operations | -$115.4M | -$9.3M |
| Income tax expense | $59.0K | $22.0K |
| Net loss from continuing operations | -$115.4M | -$9.3M |
| Loss from discontinued operations, net of taxes | -$4.3M | -$6.6M |
| Basic loss per share from continuing operations | -$42 | -$29 |
| Diluted loss per share from continuing operations | -$42 | -$29 |
| Basic loss per share attributable to ZeroStack Corp. | -$43.49 | -$50.02 |
| Diluted loss per share attributable to ZeroStack Corp. | -$43.49 | -$50.02 |
| Weighted average number of common shares outstanding - basic | 2.8K shares | 318 shares |
| Weighted average number of common shares outstanding - diluted | 2.8K shares | 318 shares |
| Net loss | -$119.7M | -$15.9M |
| Derecognition of equity related to Insolvent Entities, net of income taxes of $nil ($nil in 2024) | -$595.0K | $0 |
| Derecognition of equity related to discontinued operations, net of income taxes of $nil ($nil in 2024) | $489.0K | $0 |
| Foreign currency translation, net of income taxes of $nil ($nil in 2024) | $507.0K | -$81.0K |
| Comprehensive loss attributable to ZeroStack Corp. | -$119.3M | -$16.0M |
| Derecognition of equity related to Insolvent Entities, tax amount | $0 | $0 |
| Derecognition of equity related to discontinued operations, tax amount | $0 | $0 |
| Foreign currency translation, tax amount | $0 | $0 |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 2 fiscal years (annual) or 2 quarters (quarterly), latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Cash | $5.6M | $5.2M |
| Restricted cash | $25.0K | $25.0K |
| Trade and amounts receivable, net of $327 allowance ($nil at 2024) | $799.0K | $1.6M |
| Prepaid expenses and other current assets | $323.0K | $13.0K |
| Indemnification receivables | $0 | $4.2M |
| Inventory | $1.9M | $2.2M |
| Current digital assets | $76.0K | $0 |
| Current assets held for sale | $0 | $6.5M |
| Total current assets | $8.7M | $19.8M |
| Property, plant and equipment | $128.0K | $81.0K |
| Operating lease right of use assets | $386.0K | $174.0K |
| Restricted digital assets | $49.0M | $0 |
| Digital assets | $72.0M | $0 |
| Other assets | $55.0K | $35.0K |
| Noncurrent assets held for sale | $0 | $6.2M |
| Total assets | $130.2M | $26.2M |
| Trade payables | $2.3M | $3.6M |
| Contingencies | $1.2M | $4.2M |
| Current portion of debt | $2.7M | $2.1M |
| Current portion of operating lease liability | $163.0K | $130.0K |
| Current portion of contingent purchase considerations | $0 | $651.0K |
| Other accrued liabilities | $2.2M | $1.2M |
| Current liabilities held for sale | $0 | $7.0M |
| Total current liabilities | $8.6M | $18.8M |
| Long-term debt | $50.8M | $0 |
| Non-current operating lease liability | $279.0K | $122.0K |
| Deferred tax | $9.0K | $0 |
| Noncurrent liabilities held for sale | $0 | $2.8M |
| Total liabilities | $59.7M | $21.7M |
| Share capital, no par value, unlimited authorized, 1,046 issued and outstanding (478 at 2024) | $0 | $0 |
| Additional paid-in capital | $348.2M | $162.9M |
| Accumulated other comprehensive income (loss) | $180.0K | -$221.0K |
| Deficit | -$277.8M | -$158.1M |
| Total shareholders' equity | $70.6M | $4.5M |
| Total liabilities and shareholders' equity | $130.2M | $26.2M |
| Trade and amounts receivable, allowance | $327.0K | $0 |
| Share capital, shares issued | 1.0M shares | 478.0K shares |
| Share capital, shares outstanding | 1.0M shares | 478.0K shares |
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Cash | $5.6M | $5.2M |
| Restricted cash | $25.0K | $25.0K |
| Trade and amounts receivable, net of $327 allowance ($nil at 2024) | $799.0K | $1.6M |
| Prepaid expenses and other current assets | $323.0K | $13.0K |
| Indemnification receivables | $0 | $4.2M |
| Inventory | $1.9M | $2.2M |
| Current digital assets | $76.0K | $0 |
| Current assets held for sale | $0 | $6.5M |
| Total current assets | $8.7M | $19.8M |
| Property, plant and equipment | $128.0K | $81.0K |
| Operating lease right of use assets | $386.0K | $174.0K |
| Restricted digital assets | $49.0M | $0 |
| Digital assets | $72.0M | $0 |
| Other assets | $55.0K | $35.0K |
| Noncurrent assets held for sale | $0 | $6.2M |
| Total assets | $130.2M | $26.2M |
| Trade payables | $2.3M | $3.6M |
| Contingencies | $1.2M | $4.2M |
| Current portion of debt | $2.7M | $2.1M |
| Current portion of operating lease liability | $163.0K | $130.0K |
| Current portion of contingent purchase considerations | $0 | $651.0K |
| Other accrued liabilities | $2.2M | $1.2M |
| Current liabilities held for sale | $0 | $7.0M |
| Total current liabilities | $8.6M | $18.8M |
| Long-term debt | $50.8M | $0 |
| Non-current operating lease liability | $279.0K | $122.0K |
| Deferred tax | $9.0K | $0 |
| Noncurrent liabilities held for sale | $0 | $2.8M |
| Total liabilities | $59.7M | $21.7M |
| Share capital, no par value, unlimited authorized, 1,046 issued and outstanding (478 at 2024) | $0 | $0 |
| Additional paid-in capital | $348.2M | $162.9M |
| Accumulated other comprehensive income (loss) | $180.0K | -$221.0K |
| Deficit | -$277.8M | -$158.1M |
| Total shareholders' equity | $70.6M | $4.5M |
| Total liabilities and shareholders' equity | $130.2M | $26.2M |
| Trade and amounts receivable, allowance | $327.0K | $0 |
| Share capital, shares issued | 1.0M shares | 478.0K shares |
| Share capital, shares outstanding | 1.0M shares | 478.0K shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$119.7M | -$15.9M |
| Depreciation and amortization | $582.0K | $768.0K |
| Stock-based compensation | $1.2M | $2.8M |
| Goodwill impairment | $1.2M | $236.0K |
| Inventory impairments through costs of sales | $455.0K | $1.8M |
| Other asset impairments | $245.0K | $2.0M |
| Changes in fair value of digital assets | $143.0M | $0 |
| Changes in financial instruments at fair value | -$38.2M | -$259.0K |
| Settlement of contingent consideration | $1.4M | $0 |
| Realized gain on settlement of convertible note | -$1.6M | $0 |
| Bad debt expense | $823.0K | $411.0K |
| Loss on fixed asset disposals | $56.0K | $129.0K |
| Gain on disposal of Insolvent Entities | -$1.2M | $0 |
| Derecognition of equity related to insolvent subsidiaries | $595.0K | $0 |
| Interest expense, net | $243.0K | $213.0K |
| Interest paid | -$156.0K | -$213.0K |
| Income tax benefit | -$47.0K | -$177.0K |
| Net income (loss) to cash provided by (Used in) operating activities | -$11.1M | -$8.2M |
| Trade and other receivables | -$346.0K | -$685.0K |
| Inventory | -$51.0K | $1.3M |
| Prepaid expenses and other assets | -$346.0K | $722.0K |
| Trade payables and accrued liabilities | $3.2M | $1.8M |
| Net cash used in operating activities | -$8.7M | -$5.0M |
| Equity issued | $16.1M | $7.5M |
| Equity issue costs | -$1.6M | -$1.3M |
| Payment for settlement of contingent consideration | -$1.8M | $0 |
| Settlement of convertible note | -$1.8M | $0 |
| Loan borrowings | $2.8M | $8.4M |
| Loan repayments | -$2.4M | -$8.1M |
| Net cash provided by financing activities | $11.3M | $6.5M |
| Purchase of digital assets | -$5.0M | $0 |
| Sale of digital assets | $1.7M | $0 |
| Net cash on cannabis business disposal | -$425.0K | $0 |
| Purchases of property, plant and equipment and intangible assets | -$127.0K | -$134.0K |
| Net cash on insolvency | -$67.0K | $0 |
| Net cash on asset disposals | $0 | $273.0K |
| Business and asset acquisitions, net of cash acquired | $461.0K | $64.0K |
| Net cash (used) provided in investing activities | -$3.5M | $203.0K |
| Effect of exchange rate changes on cash | $1.2M | $2.0K |
| Change in cash for the year | $373.0K | $1.7M |
| Equity issued for digital assets | $168.1M | $0 |
| Debt issued for digital assets | $102.5M | $0 |
| Digital assets used to settle convertible note | $9.9M | $0 |
| Debt issued for business combinations | $2.1M | $0 |
| Operating lease additions to right of use assets | 1.4K shares | 2.2K shares |
| Common shares issued for business combinations | $813.0K | $5.0M |
| Shares issued to settle convertible note | $706.0K | $0 |
| ELOC commitment fee | $128.0K | $0 |
| Option cancellations reclassified to equity | $84.0K | $316.0K |
No quarter-by-quarter statement was filed.
Corporate structure
ZeroStack Corp. sits at the top of its group. 2 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of ZeroStack Corp.
- BLOCKCAT PTE. LTD. Filed SCHEDULE 13G on ZeroStack Corp., latest Sep 4, 2026
- Puple AI Inc. Filed SCHEDULE 13G on ZeroStack Corp., latest Sep 2, 2026
- Daniel Reis-Faria Filed SCHEDULE 13D/A on ZeroStack Corp., latest Jul 21, 2026 (3 filings since Oct 10, 2025)
- Dany Vaiman Filed SCHEDULE 13D/A on ZeroStack Corp., latest Jul 21, 2026 (5 filings since Sep 12, 2024)
- Michael Heinrich Filed SCHEDULE 13D/A on ZeroStack Corp., latest Jul 21, 2026 (4 filings since Oct 27, 2025)
- HIGHBRIDGE CAPITAL MANAGEMENT LLC Filed SCHEDULE 13G/A on ZeroStack Corp., latest Aug 14, 2025 (2 filings since May 2, 2025)
- Clifford Starke Filed SCHEDULE 13D/A on ZeroStack Corp., latest Jul 21, 2025 (7 filings since Jan 6, 2023)
- Empery Asset Management, LP Filed SCHEDULE 13G/A on ZeroStack Corp., latest Apr 29, 2025 (2 filings since Jan 21, 2025)
- Global X Management CO LLC Filed SC 13G/A on ZeroStack Corp., latest Nov 14, 2024 (3 filings since Dec 8, 2023)
- RDS PRIVATE CAPITAL II, LP Filed SC 13G on ZeroStack Corp., latest Jun 27, 2024
- ZeroStack Corp. Dallas, Texas
- Phatebo Subsidiary · Germany
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What ZeroStack Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $255.0K5 Dec 31, 2025 | $172.0K5 Dec 31, 2024 | +48.3% |
| Accumulated depreciation | $127.0K5 Dec 31, 2025 | $91.0K5 Dec 31, 2024 | +39.6% |
| Property and equipment, net | $128.0K5 Dec 31, 2025 | $81.0K5 Dec 31, 2024 | +58.0% |
| Operating-lease assets (leased space) | $386.0K5 Dec 31, 2025 | $174.0K5 Dec 31, 2024 | +121.8% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $5.6M5 Dec 31, 2025 | $5.2M5 Dec 31, 2024 | +7.1% |
| Long-term investments | $09 Dec 31, 2024 | $09 Dec 31, 2023 |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $2.0M9 Dec 31, 2024 | $09 Dec 31, 2023 | |
| Intangible assets, net (excluding goodwill) | $2.7M9 Dec 31, 2024 | $946.0K9 Dec 31, 2023 | +190.3% |
| Finite-lived intangibles, gross | $9.9M9 Dec 31, 2024 | $5.4M9 Dec 31, 2023 | +84.2% |
| Accumulated amortization | $4.9M9 Dec 31, 2024 | $4.2M9 Dec 31, 2023 | +15.1% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $1.9M5 Dec 31, 2025 | $2.2M5 Dec 31, 2024 | −15.3% |
| Finished goods | $1.9M5 Dec 31, 2025 | $2.2M5 Dec 31, 2024 | −14.6% |
Properties, in its own words
In March 2025, we began leasing 10,400 sq. ft. of warehouse and office space in Hilzingen, Germany, for $1,000 a month, pursuant to a lease agreement that expires in February 2030.
We lease an 800 sq. ft store located in Miami, Florida for $8,000 per month, pursuant to a lease agreement that expires in November 2026. During the fourth quarter of 2022, we made the decision to close this location and this property has been sublet to a third-party for $8,000 per month, pursuant to a sublease agreement that expires in November 2026.
The rest of Item 2
We believe that our current offices and facilities are sufficient to meet our anticipated needs for the foreseeable future and are suitable for the conduct of our business. We believe that suitable additional space would be available if required in the future on commercially reasonable terms.
Item 2 of the 10-K filed Feb 27, 2026.4
Leadership
Who has led ZeroStack Corp., and when. Pick a name to see everywhere that person has worked.
President
Chief financial officer
- Chief executive officerDaniel Reis-Faria Oct 6, 2025 to now13
- Chief executive officerLuis Merchan Jan 3, 2023 to Jan 3, 202314
- Chief executive officerHussein Rakine Apr 26, 2023 to Apr 26, 202315
- Chief executive officerClifford Starke Nov 15, 2023 to Oct 6, 202516
- ChairMichael Heinrich Oct 22, 2025 to now17
- ChairSammy Dorf Dec 13, 2024 to Dec 17, 202418
- ChairLuis Merchan Jan 3, 2023 to Jan 3, 202314
- ChairKevin Taylor Nov 15, 2023 to Nov 15, 202319
- PresidentRudy Rong Aug 21, 2026 to now20
- PresidentClifford Starke Jan 3, 2023 to Jan 3, 202321
- Chief financial officerElshad Garayev Jan 3, 2023 to Jan 3, 202322
- Chief financial officerDany Vaiman Nov 15, 2023 to now23
Board members and other officers (19)
- Sr. VP FinanceDany Vaiman Jan 3, 2023 to Jan 3, 202324
- CCOJason Warnock Jan 3, 2023 to Jan 3, 202325
- CMOJessie Casner Jan 3, 2023 to Jan 3, 202326
- Board memberLaurence Zeifman Jan 15, 2026 to now27
- Board memberDaniel Reis-Faria Oct 6, 2025 to now13
- Board memberBrendan Cahill May 21, 2024 to May 21, 202428
- Board memberHarold Wolkin Sep 11, 2024 to now29
- Board memberManfred Leventhal Dec 16, 2024 to now30
- Board memberAnnabella Manalo Morgan Jan 3, 2023 to Jan 3, 202331
- Board memberBeverley Richardson Jan 3, 2023 to Mar 21, 202332
- Board memberBrandon Konigsberg Jan 3, 2023 to Mar 21, 202333
- Board memberClifford Starke Jan 3, 2023 to now21
- Board memberEdward Woo Jan 3, 2023 to now34
- Board memberJohn Timothy Leslie Jan 3, 2023 to Mar 21, 202335
- Board memberJuan Carlos Gomez Roa Jan 3, 2023 to Mar 21, 202336
- Board memberMarc Mastronardi Jan 3, 2023 to Mar 21, 202337
- Board memberHussein Rakine Apr 26, 2023 to Jun 27, 202315
- Board memberKevin Taylor Jun 16, 2023 to Jun 16, 202338
- Board memberThomas Solomon Jun 16, 2023 to Nov 15, 202339
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- Phatebo Germany3
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
- Flora Growth Corp.Oct 11, 2019 to Jan 27, 20262
Timeline
- Aug 21, 20268-K Other events40
- Aug 19, 20268-K Entered a material agreement; Completed an acquisition or sale; Unregistered sale of shares41
- Jul 23, 20268-K Completed an acquisition or sale42
- Jul 20, 20268-K Executive or director change; Bylaws or fiscal year changed; Shareholder vote43
- May 6, 20268-K Executive or director change44
- Mar 31, 20268-K Entered a material agreement; Ended a material agreement; Unregistered sale of shares45
- Jan 29, 20268-K Bylaws or fiscal year changed; Other events46
- Jan 6, 20268-K Executive or director change47
- Dec 31, 20258-K Entered a material agreement; Ended a material agreement; Unregistered sale of shares48
- Dec 23, 20258-K Executive or director change49
- Dec 22, 20258-K Executive or director change; Shareholder vote50
- Nov 28, 20258-K Entered a material agreement; Unregistered sale of shares51
- Oct 6, 2025New chief executive Daniel Reis-Faria becomes CEO13
- Nov 15, 2023New chief executive Clifford Starke becomes CEO16
- Apr 26, 2023New chief executive Hussein Rakine becomes CEO15
- Jan 3, 2023New chief executive Luis Merchan becomes CEO14
Calendar
Coming up
- Nov 4, 2026Reports results for the quarter ending Sep/202652
When it reported results
- Aug 10, 2023Reported quarterly or annual results53
- May 15, 2023Reported quarterly or annual results54
- Mar 31, 2023Reported quarterly or annual results55
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
319 filings to the SEC since October 2021: 7 annual reports, 11 quarterly reports, 63 major events, 68 insider forms, 29 large holders, 5 private raises, 136 other. The latest 20:
- Sep 15, 2026EFFECT EDGAR
- Sep 4, 2026POS AM EDGAR
- Sep 4, 2026AW EDGAR
- Sep 4, 2026SCHEDULE 13G EDGAR
- Sep 2, 2026EFFECT EDGAR
- Sep 2, 2026EFFECT EDGAR
- Sep 2, 2026EFFECT EDGAR
- Sep 2, 2026EFFECT EDGAR
- Sep 2, 2026D EDGAR
- Sep 2, 2026SCHEDULE 13G EDGAR
- Aug 28, 2026POS AM EDGAR
- Aug 28, 2026POS AM EDGAR
- Aug 28, 2026POS AM EDGAR
- Aug 28, 2026POS AM EDGAR
- Aug 26, 2026S-3 EDGAR
- Aug 26, 2026S-8 EDGAR
- Aug 25, 2026S-8 POS EDGAR
- Aug 25, 2026S-8 POS EDGAR
- Aug 25, 2026S-8 POS EDGAR
- Aug 25, 2026S-8 POS EDGAR
The 319 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
6 open-market trades by officers, directors and large owners since October 2021: 5 buys and 1 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 19, 2026 | Rong RudyPresident | Sale | 1,000 | $7.57 | $7.6K | Form 4 |
| Jul 20, 2026 | Heinrich MichaelExecutive Chairman | Buy | 4,608,575 | $0.75 | $3.5M | Form 4 |
| Sep 13, 2024 | Starke CliffordCEO | Buy | 6,795 | $0.95 | $6.5K | Form 4 |
| Sep 6, 2024 | Wolkin HaroldDirector | Buy | 25,000 | $0.97 | $24.2K | Form 4 |
| Sep 5, 2024 | Starke CliffordCEO | Buy | 51 | $0.95 | $48 | Form 4 |
| Apr 8, 2024 | Starke CliffordCEO | Buy | 526,315 | $1.90 | $1.0M | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- BLOCKCAT PTE. LTD.SCHEDULE 13G, 1 filing Sep 4, 202656
- Puple AI Inc.SCHEDULE 13G, 1 filing Sep 2, 202657
- Daniel Reis-FariaSCHEDULE 13D/A, 3 filings Oct 10, 2025 to Jul 21, 202658
- Dany VaimanSCHEDULE 13D/A, 5 filings Sep 12, 2024 to Jul 21, 202659
- Michael HeinrichSCHEDULE 13D/A, 4 filings Oct 27, 2025 to Jul 21, 202660
- HIGHBRIDGE CAPITAL MANAGEMENT LLCSCHEDULE 13G/A, 2 filings May 2, 2025 to Aug 14, 202561
- Clifford StarkeSCHEDULE 13D/A, 7 filings Jan 6, 2023 to Jul 21, 202562
- Empery Asset Management, LPSCHEDULE 13G/A, 2 filings Jan 21, 2025 to Apr 29, 202563
- Global X Management CO LLCSC 13G/A, 3 filings Dec 8, 2023 to Nov 14, 202464
- RDS PRIVATE CAPITAL II, LPSC 13G, 1 filing Jun 27, 202465
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Clifford Starke, formerChief Executive Officer | $420.0K | $2.7M66 | |
| 2024 | Dany VaimanChief Financial Officer | $275.0K | $1.1M66 | |
| 2024 | Sammy Dorf, formerExecutive Chairman | $21.0K | $346.0K66 | |
| 2023 | Luis Merchanformer Chief Executive Officer | $433.6K | $976.7K66 | |
| 2023 | Clifford Starke, formerChief Executive Officer | $371.2K | $628.5K66 | |
| 2023 | Hussein Rakineformer Chief Executive Officer | $84.6K | $381.0K66 | |
| 2023 | Dany VaimanChief Financial Officer | $243.3K | $380.0K66 | |
| 2023 | Matthew Cohenformer General Counsel | $145.8K | $237.1K66 |
Money raised
Private offerings the company reported to the SEC on Form D.
- Aug 19, 2026Raised $1 billion in a private offering of equity Form D: 2 investors so far Form D
- Jul 20, 2026Raised $92.1 million in a private offering of equity Form D: 24 investors so far Form D
- Sep 26, 2025Raised $25.2 million in a private offering of securities Form D: $25.2 million offered in all Form D
- Sep 26, 2025Raised $3.6 million in a private offering of equity Form D: $4.2 million offered in all Form D
- May 2, 2025Raised $698,000 in a private offering of equity Form D: $698,036 offered in all Form D
SEC filer profile
How ZeroStack Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARZeroStack Corp.1
- CIK0001790169
- Employer ID (EIN)00-00000004
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
- Incorporated inOntario4
- Fiscal year endsDecember 311
- Industry code (SIC)6199 Finance Services1
- SEC reviewing officeOffice of Crypto Assets, Division of Corporation Finance1
- Business address2626 Cole Avenue, Suite 300, Dallas, TX 752041
- Phone416-861-22671
- Shares outstanding17,489,828 as of Jul 27, 202611
- Public float$11.2M as of Jun 30, 20254
- AuditorDAVIDSON & COMPANY LLP, Vancouver, Canada PCAOB ID 731; no auditor attestation of internal control over financial reporting4
- On EDGAR sinceOct 11, 20191
- Filings365 in all: 8-K (61), 4 (43), 3 (25), 6-K (25), EFFECT (16), UPLOAD (16), CORRESP (15), 10-Q (11)1
All 61 form types
424B5 (9), SCHEDULE 13D/A (9), S-8 (8), F-1/A (7), S-3 (7), S-8 POS (7), SC 13D/A (6), D (5), POS AM (5), PRE 14A (5), 1-U (4), 10-K (4), 253G2 (4), ARS (4), DEF 14A (4), QUALIF (4), SCHEDULE 13G (4), 1-A/A (3), 424B3 (3), FWP (3), SC 13G (3), 1-A (2), 1-A POS (2), 1-K (2), 144 (2), 424B4 (2), DRS (2), F-1 (2), PRER14A (2), S-1 (2), S-3/A (2), SC 13D (2), SCHEDULE 13D (2), SCHEDULE 13G/A (2), 1-SA (1), 10-K/A (1), 20-F (1), 20-F/A (1), 253G3 (1), 6-K/A (1), 8-A12B (1), 8-K/A (1), 8-K12B (1), AW (1), CERT (1), DEFA14A (1), DRS/A (1), F-3 (1), F-X (1), NT 20-F (1), S-4 (1), S-4 POS (1), SC 13G/A (1)
- Latest filingsAnnual report (10-K) Feb 27, 2026
Quarterly report (10-Q) Jul 31, 2026
Proxy statement (DEF 14A) Nov 4, 2025
Latest 8-K (8-K) Aug 21, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Shares, no par value | ZSTK | Nasdaq |
From the cover page of the 10-K filed Feb 27, 2026 (Section 12(b) of the Exchange Act).4
Risk factors and legal proceedings
The risks ZeroStack Corp. names in Item 1A of its 10-K filed Feb 27, 2026: 66 risks under these headings, as written.4
- RISKS RELATED TO OUR BUSINESS AND INDUSTRY
- We are an early-stage company with limited operating history and may never become profitable.
- Recent and future acquisitions and strategic investments could be difficult to integrate, divert the attention of key management personnel, disrupt our business, dilute shareholder value, may subject us to liability, and harm our results of operations and financial condition.
- Certain conditions or events could disrupt the Company's supply chains, disrupt operations, and increase operating expenses.
- Damage to the Company's reputation can be the result of the actual or perceived occurrence of any number of events, and could include any negative publicity, whether such publicity is accurate or not.
- We are subject to the inherent risk of exposure to product liability claims, actions and litigation.
- We are subject to the inherent risks involved with product recalls.
- The Company's products could have unknown side effects.
- The Company's inventory has a shelf life and may reach its expiration and not be sold.
- The Company may not be able to maintain effective quality control systems.
- The Company is subject to wholesale price volatility that could expose the Company to lower than anticipated revenues, gross margins, net income and cash flows.
- The Company is reliant on third party transportation services and importation services to deliver its products to customers.
The other 55 risks
- We may not be able to establish and maintain bank accounts in certain countries.
- We may not be able to renew certain of our leases.
- If we or our third-party providers fail to protect confidential information and/or experience cybersecurity incidents, there may be damage to our brand and reputation, material financial penalties, and legal liability, which would materially adversely affect our business, results of operations, and financial condition.
- The Company may incur additional liability as a result of the insolvency of a subsidiary.
- We may be subject to regulatory developments related to crypto assets and crypto asset markets, which could adversely affect our business, financial condition and results of operations.
- There are risks relating to the sale of our legacy hemp and cannabis business.
- We may experience difficulties due to changes in management.
- Our executive officers and directors hold or may have served certain management positions and directorships of other companies, including related parties, which may result in potential conflicts of interest and divert their time and attention from our business. This could have a negative impact on our ability to implement our plan of operation.
- RISKS RELATED TO ARTIFICIAL INTELLIGENCE AND INVESTING IN CRYPTOCURRENCY
- 0G is a highly volatile asset, and fluctuations in the price of 0G may influence our financial results and the market price of our listed securities.
- We plan to use a portion of our capital that is not required to provide working capital for our ongoing operations to acquire 0G, which may adversely affect our financial results and the market price of our securities.
- Our historical financial statements do not reflect the potential variability in earnings that we may experience in the future relating to our 0G holdings.
- The concentration of our 0G holdings could enhance the risks inherent in our 0G treasury strategy.
- Absent federal regulations, there is a possibility that 0G may be classified as a "security." Classification of 0G as a "security" would subject us to additional regulation and could materially impact the operation of our business.
- If we were deemed to be an investment company under the Investment Company Act, applicable restrictions likely would make it impractical for us to continue segments of our business as currently contemplated.
- The Cryptocurrencies are created and transmitted through the operations of the peer-to-peer networks, decentralized networks of computers running software following the respective protocols. If the networks of any of the Cryptocurrencies is disrupted or encounters any unanticipated difficulties, the value of the Cryptocurrencies could be negatively impacted.
- We face risks relating to the custody of the Cryptocurrencies, including the loss or destruction of private keys required to access our Cryptocurrencies and cyberattacks or other data loss relating to our Cryptocurrencies, including smart contract related losses and vulnerabilities.
- Our 0G treasury strategy subjects us to enhanced regulatory oversight.
- Competition from the emergence or growth of other digital assets, likely accelerated by advancements in AI and blockchain technology, could have a negative impact on the price of 0G and adversely affect the value of our 0G holdings.
- Our 0G holdings will be less liquid than our cash and cash equivalents and may not be able to serve as a source of liquidity for us to the same extent as cash and cash equivalents.
- Many countries and regulatory authorities are studying the impact of AI and may implement regulations on AI that may be difficult or impossible for the 0G Blockchain to implement and comply with.
- AI, including generative AI, advancements are progressing at an unprecedented pace, which brings risks that could subject us to loss through various technical, legal, and opportunistic-related risks.
- Our long-term success depends on our ability to develop products and services to address the rapidly evolving market for digital assets, and, if we are not able to implement successful enhancements and new features for our products and services, our business could be materially and adversely affected
- We use AI in our services which may result in operational challenges, legal liability, reputational concerns and privacy and competitive risks.
- Our AI technology relies in part on the use of third-party data, and if we lose the ability to use such data, or if such data contains gaps or inaccuracies, our business could be adversely affected.
- RISKS RELATED TO FINANCIALS AND ACCOUNTING
- There is no assurance that we will be able to continue as a going concern.
- We may increase our foreign sales in the future, and such sales may be subject to unexpected regulatory requirements, exchange rate fluctuations and other barriers.
- Assumptions, estimates and judgments related to critical accounting matters could significantly affect our reported financial results or financial condition.
- There are tax risks the Company may be subject to in carrying on business in multiple jurisdictions.
- The Company may be at a higher risk of IRS audit.
- The Company may be a "passive foreign investment company" for its current tax year, which may have adverse U.S. federal income tax consequences for U.S. investors.
- The Company's ability to use its U.S. net operating loss carryforwards to offset its future U.S. taxable income may be subject to limitations.
- Changes in global and local tax laws and regulations in jurisdictions in which the Company operates may adversely impact the Company and the value of the Common Shares.
- Failure to develop our internal controls over financial reporting as we grow could have an adverse effect on our operations.
- RISKS RELATED TO OUR COMMON SHARES
- We will need, but may be unable to, obtain additional funding on satisfactory terms, which could dilute our shareholders or impose burdensome financial restrictions on our business.
- Holders of our Common Shares are subject to dilution resulting from the issuance of equity-based compensation by us.
- We continue to incur increased costs as a result of operating as a public company and our management is required to devote substantial time to new compliance initiatives.
- If we fail to meet applicable listing requirements, Nasdaq may delist our Common Shares from trading, in which case the liquidity and market price of our Common Shares could decline.
- The Company's directors and officers may have a conflict of interest in conducting their duties.
- We do not intend to pay dividends on our Common Shares in the near future, and, consequently, your ability to achieve a return on your investment will depend on appreciation in the price of our Common Shares.
- We are an emerging growth company and a smaller reporting company, and our compliance with the reduced reporting and disclosure requirements applicable to emerging growth companies and smaller reporting companies could make our Common Shares less attractive to investors and may make it more difficult to raise capital as and when we need it.
- Future issuances of debt securities, which would rank senior to our Common Shares upon our bankruptcy or liquidation, and future issuances of preferred stock, which could rank senior to our Common Shares for the purposes of dividends and liquidating distributions, may adversely affect the level of return you may be able to achieve from an investment in our Common Shares.
- If the price of our Common Shares fluctuates, you could lose a significant part of your investment.
- GENERAL RISK FACTORS
- Changes to United States tariff and import/export regulations may have a negative effect on our Company and, in turn, harm us.
- Political, social and geopolitical conditions can adversely affect our business.
- Political uncertainty may have an adverse impact on our operating performance and results of operations.
- The Company may become involved in legal proceedings from time to time, which could adversely affect the Company.
- The Company's success will depend, in part, on its ability to continue to enhance its product and service offerings to respond to technological and regulatory changes and emerging industry standards and practices.
- We are dependent upon our management and key employees, and the loss of any member of our management team or key employees could have a material adverse effect on our operations.
- Our inability to retain and acquire skilled personnel could impair our business and operations.
- We will need to grow the size of our organization, and we may experience difficulties in managing any growth we may achieve.
- If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about us, our share price and trading volume could decline.
- We expect to incur significant ongoing costs and obligations related to our investment in infrastructure, growth, regulatory compliance and operations.
- There is no assurance that the Company's insurance coverage will be sufficient to cover all claims to which the Company may become subject.
- The Company could be subject to a security breach that could result in significant damage or theft of products and equipment.
- If we or our third-party service providers experience a security breach or cyberattack and unauthorized parties obtain access to our digital assets, we may lose some or all of our digital assets and our financial condition and results of operations could be materially adversely affected.
Legal proceedings
From time to time, we are involved in various routine legal proceedings incidental to the ordinary course of our business. We do not currently believe that the outcome of these legal matters have had in the recent past, or will have (with respect to any pending matters), significant effects on our financial position or profitability.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARZeroStack Corp. filings on SEC EDGAR
- 2SEC EDGARZeroStack Corp. filings on SEC EDGAR
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- 5SEC EDGARZeroStack Corp. 10-K for fiscal 2025
- 6SEC EDGARZeroStack Corp. 10-K for fiscal 2020
- 7SEC EDGARZeroStack Corp. 10-K for fiscal 2021
- 8SEC EDGARZeroStack Corp. 10-K for fiscal 2022
- 9SEC EDGARZeroStack Corp. 10-K for fiscal 2023
- 10SEC EDGARZeroStack Corp. 10-Q for fiscal 2026
- 11SEC EDGARZeroStack Corp. 10-Q for fiscal 2026
- 12SEC EDGARZeroStack Corp. 10-K for fiscal 2020
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- 17SEC EDGARMichael Heinrich, Chair
- 18SEC EDGARSammy Dorf, Chair
- 19SEC EDGARKevin Taylor, Chair
- 20SEC EDGARRudy Rong, President
- 21SEC EDGARClifford Starke, President
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- 23SEC EDGARDany Vaiman, Chief financial officer
- 24SEC EDGARDany Vaiman, Sr. VP Finance
- 25SEC EDGARJason Warnock, CCO
- 26SEC EDGARJessie Casner, CMO
- 27SEC EDGARLaurence Zeifman, Board member
- 28SEC EDGARBrendan Cahill, Board member
- 29SEC EDGARHarold Wolkin, Board member
- 30SEC EDGARManfred Leventhal, Board member
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- 32SEC EDGARBeverley Richardson, Board member
- 33SEC EDGARBrandon Konigsberg, Board member
- 34SEC EDGAREdward Woo, Board member
- 35SEC EDGARJohn Timothy Leslie, Board member
- 36SEC EDGARJuan Carlos Gomez Roa, Board member
- 37SEC EDGARMarc Mastronardi, Board member
- 38SEC EDGARKevin Taylor, Board member
- 39SEC EDGARThomas Solomon, Board member
- 40SEC EDGAROther events
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- 42SEC EDGARCompleted an acquisition or sale
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- 44SEC EDGARExecutive or director change
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- 47SEC EDGARExecutive or director change
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- 49SEC EDGARExecutive or director change
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- 52NasdaqNasdaq calendar
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