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Midas Edge

Zapata Quantum, Inc.

For the period ended Dec 31, 2023. Filed Mar 26, 2024.

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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.

FY2023 · Filed Mar 26, 2024

ZPTA$0.730.0%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

Item 15.Exhibits, Financial Statement Schedules
(1)Consolidated Financial Statements:
Page
Report of Independent Registered Public Accounting Firm (PCAOB ID 688)F-2
Consolidated Balance SheetsF-3
Consolidated Statements of OperationsF-4
Consolidated Statements of Changes in Shareholders’ DeficitF-5
Consolidated Statements of Cash FlowsF-6
Notes to Consolidated Financial StatementsF-7
(2)Consolidated Financial Statement Schedules:

None.

(3)Exhibits
ExhibitNumberDescription
2.1Business Combination Agreement, dated as of September 6, 2023, by and among the SPAC, Tigre Merger Sub, Inc. and Zapata Computing, Inc. (incorporated by reference to the Exhibit 2.1 filed with the Company’s Current Report on Form 8-K filed by the Registrant on September 6, 2023, 2022).
3.1Amended and Restated Memorandum and Articles of Association (incorporated by reference to the Exhibit 3.1 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
3.2Amendments to the Amended and Restated Memorandum and Articles of Association of the Company (incorporated by reference to Exhibit 3.2 filed to the registration statement on Form S-4 filed by the Company on October 27, 2023).
4.1Specimen Unit Certificate (incorporated by reference to the Exhibit 4.1 filed with the Company’s registration statement on Form S-1 filed by the Registrant on December 17, 2021).
4.2Specimen Class A Ordinary Share Certificate (incorporated by reference to the Exhibit 4.2 filed with the Company’s registration statement on Form S-1 filed by the Registrant on December 17, 2021).
4.3Specimen Warrant Certificate (incorporated by reference to the Exhibit 4.3 filed with the Company’s registration statement on Form S-1 filed by the Registrant on December 17, 2021).
4.4Public Warrant Agreement, dated January 12, 2022, between Continental Stock Transfer & Trust Company and the Registrant (incorporated by reference to the Exhibit 4.1 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
4.5Private Warrant Agreement, dated January 12, 2022, between Continental Stock Transfer & Trust Company and the Registrant (incorporated by reference to the Exhibit 4.2 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
ExhibitNumberDescription
4.6Description of Securities of the Company (incorporated by reference to Exhibit 4.6 filed with the Company’s current report on Form 10-K filed by the Registrant on March 17, 2022).
10.1Promissory Note, dated January 28, 2021, issued to the Sponsor (incorporated by reference to the Exhibit 10.1 filed with the Company’s registration statement on Form S-1 filed by the Registrant on December 17, 2021).
10.2Letter Agreement, dated January 12, 2022, among the Registrant and its officers, directors and Andretti Sponsor LLC (incorporated by reference to the Exhibit 10.5 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.3Investment Management Trust Agreement, dated January 12, 2022, between Continental Stock Transfer & Trust Company and the Registrant (incorporated by reference to the Exhibit 10.1 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.4Registration Rights Agreement, dated January 12, 2022, among the Registrant and certain securityholders named therein (incorporated by reference to the Exhibit 10.2 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.5Subscription Agreement, dated January 28, 2021, between the Registrant and the Sponsor (incorporated by reference to Exhibit 10.2 filed with the Company’s registration statement on Form S-1 filed by the Registrant on December 17, 2021).
10.6Private Placement Warrants Purchase Agreement, dated January 12, 2022, between the Registrant and Andretti Sponsor LLC (incorporated by reference to Exhibit 10.3 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.7Private Placement Warrants Purchase Agreement, dated January 12, 2022, between the Registrant and SOL Verano Blocker 1 LLC (incorporated by reference to Exhibit 10.4 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.8Indemnity Agreement, dated January 12, 2022, between the Registrant and Michael M. Andretti (incorporated by reference to Exhibit 10.7 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.9Indemnity Agreement, dated January 12, 2022, between the Registrant and William J. Sandbrook (incorporated by reference to Exhibit 10.8 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.10Indemnity Agreement, dated January 12, 2022, between the Registrant and William M. Brown (incorporated by reference to Exhibit 10.9 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.11Indemnity Agreement, dated January 12, 2022, between the Registrant and Zakary C. Brown (incorporated by reference to Exhibit 10.10 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.12Indemnity Agreement, dated January 12, 2022, between the Registrant and James W. Keyes (incorporated by reference to Exhibit 10.11 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
ExhibitNumberDescription
10.13Indemnity Agreement, dated January 12, 2022, between the Registrant and Cassandra S. Lee (incorporated by reference to Exhibit 10.12 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.14Indemnity Agreement, dated January 12, 2022, between the Registrant and Gerald D. Putnam (incorporated by reference to Exhibit 10.13 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.15Indemnity Agreement, dated January 12, 2022, between the Registrant and John J. Romanelli (incorporated by reference to Exhibit 10.14 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.16Administrative Support Agreement, dated January 12, 2022, by and between the Registrant and Andretti Sponsor LLC (incorporated by reference to the Exhibit 10.6 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.17Securities Subscription Agreement, dated as of January 12, 2022, by and between the Registrant and Sol Verano Blocker 1 LLC (incorporated by reference to the Exhibit 10.15 filed with the Company’s current report on Form 8-K filed by the Registrant on January 19, 2022).
10.18Promissory Note, dated January 25, 2023, issued to the Sponsor (incorporated by reference to the Exhibit 10.1 filed with the Company’s current report on Form 8-K filed by the Registrant on March 27, 2023).
10.19Promissory Note, dated March 21, 2023, issued to William M. Brown (incorporated by reference to the Exhibit 10.1 filed with the Company’s current report on Form 8-K filed by the Registrant on March 27, 2023).
10.20Promissory Note, dated March 21, 2023, issued to Michael M. Andretti (incorporated by reference to the Exhibit 10.1 filed with the Company’s current report on Form 8-K filed by the Registrant on March 27, 2023).
10.21Promissory Note, dated March 21, 2023, issued to William J. Sandbrook (incorporated by reference to the Exhibit 10.1 filed with the Company’s current report on Form 8-K filed by the Registrant on March 27, 2023).
10.22Form of Stockholder Support Agreement (Individual - Common Stock) (incorporated by reference to Exhibit 10.1 filed to the Current Report on Form 8-K filed by the Company on September 6, 2023).
10.23Form of Stockholder Support Agreement (Entity - Preferred Stock) (incorporated by reference to Exhibit 10.2 filed to the Current Report on Form 8-K filed by the Company on September 6, 2023).
10.24Amended and Restated Sponsor Support Agreement (incorporated by reference to Exhibit 10.1 filed to the registration statement on Form S-4 filed by the Company on October 27, 2023).
10.25Form of Lock-Up Agreement (Common Stockholders) (incorporated by reference to Exhibit 10.4 filed to the Current Report on Form 8-K filed by the Company on September 6, 2023).
10.26Form of Lock-Up Agreement (Preferred Stockholders) (incorporated by reference to Exhibit 10.5 filed to the Current Report on Form 8-K filed by the Company on September 6, 2023).
Exhibit NumberDescription
10.27Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.6 filed to the Current Report on Form 8-K filed by the Company on September 6, 2023).
10.28Form of Non-Redemption Agreement (incorporated by reference to Exhibit 10.1 filed to the Current Report on Form 8-K filed by the Company on July 6, 2023).
10.29Purchase Agreement, dated as of December 19, 2023, among Andretti Acquisition Corp., Zapata Computing, Inc. and Lincoln Park Fund, LLC (incorporated by reference to Exhibit 10.24 filed to the Registration Statement of Form S-4 filed by the Company on December 22, 2023).
10.30Registration Rights Agreement, dated as of December 19, 2023, among Andretti Acquisition Corp., Zapata Computing, Inc. and Lincoln Park Fund, LLC (incorporated by reference to Exhibit 10.25 filed to the Registration Statement of Form S-4 filed by the Company on December 22, 2023).
31.1Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
**These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended, and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.

We hereby file as part of this Report the exhibits listed in the attached Exhibit Index. Exhibits which are incorporated herein by reference can be inspected and copied at the public reference facilities maintained by the SEC, 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Copies of such material can also be obtained from the Public Reference Section of the SEC, 100 F Street, N.E., Washington, D.C. 20549, at prescribed rates or on the SEC website at www.sec.gov.

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