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OTC: ZEOX Zeo ScientifiX, Inc. 8-K

Zeo ScientifiX grants 3.75M stock options to executives and major stockholder at $1.67

Filed June 12, 2026 · Period ending June 10, 2026 · ~1 min read

5 key changes 3 high relevance 1 section

Key Changes

  • high

    CEO/CFO Ian Bothwell and CMO George Shapiro each received 625,000 immediately exercisable options at $1.67/share, plus 625,000 performance-based options that vest on undisclosed milestones.

  • high

    Principal stockholder Greyt Ventures LLC received identical option packages (1.25M total shares) despite being a consultant, raising questions about alignment between major holder and management.

  • high

    All options are exercisable on a 'cashless basis' for 10 years, allowing holders to convert without paying cash—potentially dilutive to existing shareholders when exercised.

  • medium

    Performance-based options include anti-dilution protection for future transactions involving 10% or more of outstanding shares, protecting option holders from dilution but not common shareholders.

  • low

    Non-executive director Chuck Bretz received 80,000 fully vested options at $1.67/share, exercisable for five years as standard director compensation.

Summary

Zeo ScientifiX awarded 3.75 million stock options on June 10, with the bulk going to two executives and a principal stockholder. CEO/CFO Ian Bothwell, CMO George Shapiro, and major holder Greyt Ventures LLC each received 1.25 million options split evenly between immediately vested grants and performance-based awards.

The $1.67 exercise price and cashless exercise feature mean these can be converted to shares without cash outlay, creating potential dilution of roughly 15-20% depending on the current share count. Retail investors should note the unusual inclusion of Greyt Ventures—already a principal stockholder—receiving the same massive option package as top executives.

This concentrates equity upside among insiders and a major holder. The performance milestones triggering the second tranche weren't disclosed, making it impossible to assess whether they're challenging or routine. The anti-dilution provisions protect option holders but not common shareholders from future financing rounds. Watch for: (1) disclosure of what performance milestones trigger vesting, and (2) any subsequent equity raises that would dilute common stock while protecting these option holders through anti-dilution adjustments.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~400 words

Zeo ScientifiX awarded stock options totaling 3.75M shares to executives, directors, and a principal stockholder at $1.67/share.

2 Added
Added Executive and director stock option grants high

Added in current filing · verify on EDGAR →

On June 10, 2026, the Company awarded the following options to purchase shares of our common stock (“Options”) under our 2021 Incentive Stock Plan (the “2021 Plan”): (a) The Company awarded Options under the 2021 Plan for 625,000 shares of common stock, to each of Greyt Ventures LLC, a principal stockholder and consultant to the Company, Ian Bothwell, our Chief Executive Officer and Chief Financial Officer and a member of the board of directors, and George Shapiro, our Chief Medical Officer and a member of the board of directors. The Options are fully vested as of the award date, are exercisable on a “cashless basis” for a period of ten (10) years from the award date at an exercise price of $1.67 per share

The company granted 625,000 fully vested stock options to each of three parties: Greyt Ventures LLC (a principal stockholder and consultant), CEO/CFO Ian Bothwell, and CMO George Shapiro. These options are immediately exercisable at $1.67 per share for ten years on a cashless basis, representing immediate equity compensation totaling 1.875 million shares.

Added Performance-based incentive options high

Added in current filing · verify on EDGAR →

The Company awarded Options under the 2021 Plan for 625,000 shares of common stock to each of Greyt Ventures LLC, Ian Bothwell and George Shapiro (the “Incentive Options”). The Incentive Options vest in full upon the achievement of certain performance milestones, are exercisable on a “cashless basis” during the period commencing on the date they vest and ending ten (10) years from the award date at an exercise price of $1.67 per share

An additional 625,000 performance-based options were granted to each of the same three parties (Greyt Ventures, Bothwell, and Shapiro), totaling 1.875 million shares. These vest only upon achieving undisclosed performance milestones and include anti-dilution protection for future transactions involving 10% or more of outstanding shares.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 14, 2026 · How we verify