ZeroStack to issue shares for 142M Zero Gravity tokens, settles convertible note

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

On May 28, 2026, XMax Inc. (the “ Company ”) entered into Securities Purchase Agreements (the “ Agreements ”) with certain non-U.S. investors identified on the signature pages thereto (the “ Purchasers ”), pursuant to which the Company agreed to sell to the Purchasers in a private placement for a total of 486,500 shares (the “ Shares ”) of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”), at a purchase price of $7.347 per share for an aggregate offering price of $3,574,315.50 (the “ Private Placement ”).

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

On May 28, 2026, Tempest Therapeutics, Inc., a Delaware corporation (the “ Company ”), entered into a warrant exercise and inducement offer letter agreement (the “ Inducement Letter ”) with a holder of certain existing warrants to purchase shares of the Company’s common stock

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

Barings BDC, Inc. (the “Company”) and Barings LLC (the “Adviser”) entered into a new Credit Support Agreement (the “New CSA”). The New CSA provides similar credit support as previously provided under the Prior CSA for the remaining unrealized investments in two portfolio companies previously covered by the Prior CSA in an amount equal to the $10,994,928 fair value of such investments as of May 29, 2026 (the “Remaining Obligation”).

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

A Share Rights Agreement, dated May 26, 2026, by and between the Company and Odyssey Transfer and Trust Company, as rights agent

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

On May 28, 2026, CitroTech Inc., a Wyoming corporation (the “Company”), entered into Stock Exchange and Stockholders Agreements (the “Exchange Agreements”) with the holders (the “Holders”) of the Company’s outstanding Series A Preferred Stock

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

Private Units Subscription Agreement, dated May 6, 2026, by and between the Company and the Sponsor, a copy of which is attached as Exhibit 10.4 and incorporated herein by reference

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

In connection with the Private Placement, on May 6, 2026, the Company and the Purchasers entered an Investor Rights Agreement.

This filing

On March 31, 2026, Texas Blocker Corp., a Texas corporation (“ Texas Blocker ”) that was formed by Daniel Reis-Faria and Dany Vaiman, the Chief Executive Officer and Chief Financial Officer, respectively, of ZeroStack Corp., an Ontario corporation (the “ Company ” or “ ZeroStack ”), for the purpose of facilitating the Exchange (as defined below), entered into securities contribution agreements (the “ Securities Contribution Agreements ”) with certain investors (the “ Investors ”) pursuant to which the Investors contributed an aggregate of 142,232,948 native tokens of the Zero Gravity (0G) blockchain (the “ Tokens ” and each a “ Token ”) in exchange for an aggregate of 9,104,614 shares of common stock, $0.001 par value, of Texas Blocker (the “ Blocker Shares ”) issued on a private placement basis (the “ Contribution ”).

Comparable filing

On May 7, 2026, in connection with entering into the Agreement, the Company agreed with Goldman Sachs and Leerink Partners (formerly known as SVB Securities LLC), to terminate that certain Equity Distribution Agreement, dated May 4, 2023, by and among the Company, Goldman Sachs and Leerink Partners, effective as of May 7, 2026.