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Midas Edge

ZeroStack Corp.

For the period ended Dec 31, 2024. Filed Mar 24, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 24, 2025

ZSTK$2.53-5.9%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(2)Exhibits: See Index to Exhibits below.

INDEX TO EXHIBITS

Exhibit NumberDescription
3.1Articles of Incorporation of Flora Growth Corp. (incorporated by reference to Exhibit 2.1 of Flora's Form 1-A, filed with the SEC on October 10, 2019).
3.2Articles of Amendment of Flora Growth Corp. effective April 30, 2021 (incorporated by reference to Exhibit 3.3 of Flora's Form F-1, filed with the SEC on November 16, 2021).
3.3Articles of Amendment of Flora Growth Corp. effective June 9, 2023 (incorporated by reference to Exhibit 3.1 of Flora's Form 8-K, filed with the SEC on June 7, 2023).
3.4Bylaw No. 1-A of Flora Growth Corp. (incorporated by reference to Exhibit 99.3 of Flora's Form 6-K filed with the SEC on July 6, 2022).
4.1Description of Common Shares (incorporated by reference to Exhibit 2.1 of Flora's Form 20-F filed with the SEC on May 9, 2022).
4.2Form of Unit Warrant (incorporated by reference to Exhibit 4.5 of Flora's Form F-1, filed with the SEC on November 16, 2021).
4.3Form of Investor Warrant (incorporated by reference to Exhibit 4.1 of Flora's Form 6-K, filed with the SEC on December 13, 2022).
4.4Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.2 of Flora's Form 6-K, filed with the SEC on December 13, 2022).
4.5Form of Investor Warrant (incorporated by reference to Exhibit 4.1 of Flora's Form 8-K filed with the SEC on September 21, 2023).
4.6Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.2 of Flora's Form 8-K filed with the SEC on September 21, 2023).
4.7Form of Warrant Amendment (incorporated by reference to Exhibit 10.3 of Flora's Form 8-K filed with the SEC on September 21, 2023).
10.1†Flora Growth Corp. Stock Option Plan (incorporated by reference to Exhibit 6.16 of the Company's Form 1-A, filed with the SEC on October 10, 2019).
10.2†Form of Stock Option Agreement (incorporated by reference to Exhibit 6.17 of the Company's Form 1-A, filed with the SEC on October 10, 2019).
10.3Letter Agreement by and between Flora Growth Corp. and TruHC Holding GmbH, dated April 1, 2024 (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on April 5, 2024).
10.4Underwriting Agreement, dated April 4, 2024, by and between the Company and Aegis Capital Corp. (incorporated by reference to Exhibit 1.1 of Flora's Form 8-K filed with the SEC on April 8, 2024).
10.5Stock Purchase Agreement, dated April 16, 2024, by and between Flora Growth Crop. and TruHC Holding GmbH (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on April 19, 2024).
10.6Sales Agreement by and among Flora Growth Corp. and Aegis Capital Corp., dated April 26, 2024 (incorporated by reference to Exhibit 1.1 of Flora's Form 8-K filed with the SEC on April 29, 2024).
10.7Share and Purchase Agreement, dated June 4, 2024, by and between Flora Growth Corp. and Lifeist Wellness Inc. (incorporated by reference to Exhibit 1.1 of Flora's Form 8-K filed with the SEC on June 5, 2024).
10.8†Form of Stock Appreciation Rights Agreement (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on September 5, 2024).
10.9Supply Agreement, by and between Northern Green Canada Inc. and Flora Growth Corp., made as of October 31, 2024 (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on November 1, 2024).
10.10Deed of termination, settlement and release in respect of the supply agreement, by and among Flora Growth Corp., Northern Green Canada Inc., ACA Müller ADAG Pharma Vertriebs GmbH and Curaleaf Portugal LDA, dated as of October 28, 2024 (incorporated by reference to Exhibit 10.2 of Flora's Form 8-K filed with the SEC on November 1, 2024).
10.11Placement Agent Agreement, between Flora Growth Corp. and Aegis Capital Corp., dated December 10, 2024 (incorporated by reference to Exhibit 1.1 of Flora's Form 8-K filed with the SEC on December 12, 2024).
10.12Form of Subscription Agreement (incorporated by reference to Exhibit 4.1 of the Form 1-A offering statement filed on August 7, 2024).
10.13Securities Purchase Agreement, dated December 13, 2024, by and between the Company and the purchasers identified therein (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on December 16, 2024).
10.14Placement Agent Agreement, dated as of December 13, 2024, by and between the Company and Aegis (incorporated by reference to Exhibit 10.2 of Flora's Form 8-K filed with the SEC on December 16, 2024).
10.15†Form of Restricted Stock Award Agreement dated December 15, 2024 (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on December 17, 2024).
10.16†Form of Stock Appreciation Rights Agreement dated December 15, 2024 (incorporated by reference to Exhibit 10.2 of Flora's Form 8-K filed with the SEC on December 17, 2024).
10.17Share Purchase Agreement dated January 30, 2025 (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on February 5, 2025).
10.18Form of Promissory Note of Flora Growth Corp., dated January 30, 2025 (incorporated by reference to Exhibit 10.2 of Flora's Form 8-K filed with the SEC on February 5, 2025).
10.19†Flora Growth Corp. 2022 Incentive Compensation Plan (incorporated by reference to Exhibit 99.2 of the Company's Form 6-K filed with the SEC on July 6, 2022).
10.20†Consulting Agreement, dated December 15, 2023, by and between Flora Growth Corp. and Clifford Starke (incorporated by reference to Exhibit 10.1 of Flora's Form 8-K filed with the SEC on December 15, 2023).
10.21†Executive Employment Agreement, dated December 15, 2023, by and between Flora Growth Corp. and Dany Vaiman (incorporated by reference to Exhibit 10.2 of Flora's Form 8-K filed with the SEC on December 15, 2023).
19.1*Flora Growth Corp. Insider Trading Policy
21.1*List of Subsidiaries
23.1*Consent of Davidson & Company, LLP, independent registered public accounting firm.
31.1*Certification by Clifford Starke, Chief Executive Officer, pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities and Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for the year ended December 31, 2024.
31.2*Certification by Dany Vaiman, Chief Financial Officer, pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities and Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for the year ended December 31, 2024.
32.1**Certification by Clifford Starke, Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the year ended December 31, 2024.
32.2**Certification by Dany Vaiman, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the year ended December 31, 2024.
97*Flora Growth Corp Incentive Compensation Recovery Policy
101.INSInline XBRL Instance Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Inline XBRL for the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set.

___________________

† Management contract or compensatory plan or arrangement.

  • Filed herewith.

** Furnished herewith.

†† Schedules and similar attachments to this exhibit have been omitted because they do not contain information material to an investment or voting decision and such information is not otherwise disclosed in such exhibit.

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