{"filing":{"accession_number":"0001185185-26-003263","cik":"0001759186","ticker":"ZSQR","company_name":"Z Squared Inc.","form":"8-K","filing_date":"2026-08-04","report_date":"2026-07-29","primary_document":"zsqr8k080426.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1759186/000118518526003263/zsqr8k080426.htm"},"events":[{"id":23766,"run_id":21495,"accession_number":"0001185185-26-003263","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Z Squared Inc. entered into a definitive Membership Interest Purchase Agreement on July 31, 2026, to acquire 100% of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock ($5 million at closing plus up to $20 million in milestone payments). The acquisition represents a material strategic expansion of Z Squared's AI infrastructure capabilities, adding up to 150 MW of AI-ready data center capacity.","company_name":"Z Squared Inc.","ticker":"ZSQR","filing_date":"2026-08-04","form":"8-K","submitted_at":null,"items":[{"id":24088,"accession_number":"0001185185-26-003263","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Z Squared Inc. entered into a definitive Membership Interest Purchase Agreement on July 31, 2026, to acquire 100% of the outstanding membership interests of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock ($5 million at closing plus up to $20 million in milestone payments). This is a material acquisition of a data center development asset with significant strategic importance to the Company's AI infrastructure expansion, disclosed under Item 1.01 (Entry into a Material Definitive Agreement).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"","ticker":null,"filing_date":""},{"id":24089,"accession_number":"0001185185-26-003263","item_number":"1.02","item_title":"Termination of a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 1.02 discloses termination of a corporate services agreement with Moneta Advisory Partners, but the substantive material event disclosed in the supplemental exhibit (EX-99.1) is Z Squared's definitive agreement to acquire 100% of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock. This is a material acquisition of a data center development asset with significant strategic importance to the company's AI infrastructure expansion, making ma_activity the appropriate classification despite the Item 1.02 heading.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"","ticker":null,"filing_date":""},{"id":24090,"accession_number":"0001185185-26-003263","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The Item 3.02 disclosure incorporates by reference Item 1.01, which covers the definitive agreement to acquire 100% of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock ($5 million at closing plus up to $20 million in milestone payments). This is a material acquisition of a data center development asset with significant strategic importance to Z Squared's AI infrastructure expansion. While Item 3.02 technically addresses the unregistered equity issuance mechanics, the substantive event is the M\u0026A transaction itself, which is the primary disclosure driver and would materially affect investor assessment of the company's growth and capital deployment.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"","ticker":null,"filing_date":""},{"id":24091,"accession_number":"0001185185-26-003263","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses Z Squared's entry into a definitive agreement to acquire 100% of Paradox Data, LLC, a material acquisition of a data center development asset with up to 150 MW of AI-ready capacity. The transaction involves $25 million in total consideration (structured as convertible preferred stock), with $20 million tied to development milestones. This is a core M\u0026A event that would materially affect investor assessment of the company's growth strategy and capital deployment, referenced in Item 1.01 and disclosed via press release in Item 7.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":24088,"accession_number":"0001185185-26-003263","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Z Squared Inc. entered into a definitive Membership Interest Purchase Agreement on July 31, 2026, to acquire 100% of the outstanding membership interests of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock ($5 million at closing plus up to $20 million in milestone payments). This is a material acquisition of a data center development asset with significant strategic importance to the Company's AI infrastructure expansion, disclosed under Item 1.01 (Entry into a Material Definitive Agreement).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"Z Squared Inc.","ticker":"ZSQR","filing_date":"2026-08-04"},{"id":24089,"accession_number":"0001185185-26-003263","item_number":"1.02","item_title":"Termination of a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 1.02 discloses termination of a corporate services agreement with Moneta Advisory Partners, but the substantive material event disclosed in the supplemental exhibit (EX-99.1) is Z Squared's definitive agreement to acquire 100% of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock. This is a material acquisition of a data center development asset with significant strategic importance to the company's AI infrastructure expansion, making ma_activity the appropriate classification despite the Item 1.02 heading.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"Z Squared Inc.","ticker":"ZSQR","filing_date":"2026-08-04"},{"id":24090,"accession_number":"0001185185-26-003263","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The Item 3.02 disclosure incorporates by reference Item 1.01, which covers the definitive agreement to acquire 100% of Paradox Data, LLC for up to $25 million in Series A Convertible Preferred Stock ($5 million at closing plus up to $20 million in milestone payments). This is a material acquisition of a data center development asset with significant strategic importance to Z Squared's AI infrastructure expansion. While Item 3.02 technically addresses the unregistered equity issuance mechanics, the substantive event is the M\u0026A transaction itself, which is the primary disclosure driver and would materially affect investor assessment of the company's growth and capital deployment.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"Z Squared Inc.","ticker":"ZSQR","filing_date":"2026-08-04"},{"id":24091,"accession_number":"0001185185-26-003263","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses Z Squared's entry into a definitive agreement to acquire 100% of Paradox Data, LLC, a material acquisition of a data center development asset with up to 150 MW of AI-ready capacity. The transaction involves $25 million in total consideration (structured as convertible preferred stock), with $20 million tied to development milestones. This is a core M\u0026A event that would materially affect investor assessment of the company's growth strategy and capital deployment, referenced in Item 1.01 and disclosed via press release in Item 7.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-05T00:38:36.168351+00:00","company_name":"Z Squared Inc.","ticker":"ZSQR","filing_date":"2026-08-04"}]}