Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Sohn Adam Craig 2. Issuer Name and Ticker or Trading Symbol Z Squared Inc. [ZSQR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O Z SQUARED INC., 550 SOUTH ANDREWS AVENUE, SUITE 700 3. Date of Earliest Transaction (Month/Day/Year) 04/27/2026 (Street) FORT LAUDERDALE, FL 33301 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Units(1)

$ 0

04/27/2026

A

9,868

(1)

(1)

Common Stock

9,868

$ 0

9,868

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Sohn Adam Craig C/O Z SQUARED INC. 550 SOUTH ANDREWS AVENUE, SUITE 700 FORT LAUDERDALE, FL 33301	X

Signatures

/s/ Adam Sohn		04/30/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On June 4, 2025, the issuer's predecessor (Z Squared, Inc., a Wyoming corporation) and the reporting person entered into an Independent Director Agreement, pursuant to which the reporting person was granted an initial award of restricted stock units ("RSUs") having a grant-date fair value of $150,000. The RSUs were granted pursuant to Section 3(b) of the Independent Director Agreement, the issuer's 2025 Incentive Compensation Plan, and Non-Employee Director Compensation Program. Each RSU represents a contingent right to receive one share of the issuer's common stock upon vesting and has no expiration date. The number of RSUs reported was determined by dividing $150,000 by the fair market value of the common stock on April 27, 2026 (the grant date), rounded down to the nearest whole share. The RSUs vest in thirty-six (36) equal monthly installments commencing April 27, 2026, subject to the reporting person's continued Board service through each vesting date.

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