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Form 8-K

sec.gov

8-K — FORUM MARKETS Inc

Accession: 0001213900-26-074215

Filed: 2026-07-01

Period: 2026-06-30

CIK: 0001690080

SIC: 6199 (FINANCE SERVICES)

Item: Entry into a Material Definitive Agreement

Item: Financial Statements and Exhibits

Documents

8-K — ea0296636-8k_forum.htm (Primary)

EX-10.1 — SIDE LETTER AMENDMENT NO. 2 TO SERIES B-3 PREFERRED STOCK PURCHASE AGREEMENT, DATED AS OF JUNE 30, 2026, BY AND BETWEEN FORUM MARKETS, INC. AND ZIPPY, INC (ea029663601ex10-1.htm)

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8-K — CURRENT REPORT

8-K (Primary)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

June 30, 2026

Forum Markets, Incorporated

(Exact name of registrant as specified in its charter)

Delaware

001-38105

90-1890354

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

2875 South Ocean Blvd, Suite 100

Palm Beach, FL

33480

(Address of Principal Executive Offices)

(Zip Code)

(650) 507-0669

(Registrant's telephone number, including area

code)

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General

Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities

Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange

Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under

the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under

the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b)

of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

FRMM

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant

is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the

Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check

mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting

standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into

a Material Definitive Agreement.

On

June 30, 2026, Forum Markets, Inc. (the “Company”) and Zippy, Inc. (“Zippy”) entered into Side Letter

Amendment No. 2 (the “Second Amendment”) to the Series B-3 Preferred Stock Purchase Agreement, dated as of December

9, 2025, as previously amended by the Side Letter Amendment dated March 25, 2026 (as so amended, the “Zippy Purchase Agreement”).

As further detailed below, the Company and Zippy entered into the Second Amendment in furtherance of the parties' ongoing strategic partnership,

to provide both parties with greater flexibility with respect to the timing and measurement of the Final Make Whole Amount (as defined

below) and to spread the risk associated with the performance of the Company’s common stock by replacing the single true-up determination

date with three separate measurement and payment dates.

Under

the Zippy Purchase Agreement as previously in effect, the Company was obligated to pay Zippy a single “Final Make Whole Amount,”

measured as of a single true-up determination date of June 30, 2026 (the “Original True-Up Determination Date”), equal

to the difference, if any, between the value of the Retained Stock (as defined in the Zippy Purchase Agreement) based on a per share price

of $10.50 and the value of the Retained Stock based on the volume-weighted average price of the Company’s common stock for the ten

(10) trading days prior to that date.

The

Second Amendment amends Section 6.2 of the Zippy Purchase Agreement to replace the single Original True-Up Determination Date with a trifurcated

true-up framework consisting of three separate measurement and payment dates—a first true-up date of July 31, 2026, a second true-up

date of September 30, 2026, and a third true-up date of December 31, 2026—each with its own independent make-whole calculation and

payment obligation. During a corresponding sell period to each true-up date, Zippy may sell, in its sole discretion, up to a designated

number of shares of the Company’s common stock (up to 285,714 shares per period), and any eligible shares not sold during a prior

period that are carried forward and become eligible for sale in the following period(s). After each true-up date, Zippy is required to

deliver to the Company a written settlement statement, and the Company is required to pay the applicable make-whole amount, if any, in

cash by wire transfer of immediately available funds within ten (10) business days after its receipt of the settlement statement (and

in no event later than ten (10) business days after the applicable true-up date).

For

each of the first two sell periods, the applicable make-whole amount equals the number of eligible shares actually sold during that period

multiplied by the $10.50 per share price, less the aggregate gross proceeds Zippy received from those sales; no amount is payable with

respect to unsold shares, and the make-whole amount is zero if gross proceeds equal or exceed the guaranteed amount. For the third true-up

period, the make-whole amount is calculated both with respect to shares sold during the third sell period (measured against gross proceeds)

and with respect to shares retained by Zippy through December 31, 2026 (measured against the volume-weighted average price of the Company’s

common stock for the ten (10) trading days prior to December 31, 2026), with Zippy able to elect sale or retention treatment for shares

in any combination in its sole discretion. The Second Amendment provides that the three make-whole amounts are calculated on distinct,

non-overlapping pools of shares so that no double recovery occurs, and that the Company’s aggregate make-whole obligation will not

exceed the amount necessary for Zippy to receive, in the aggregate, proceeds equivalent to $10.50 per share for each share originally

comprising the stock consideration.

The

Second Amendment also makes certain conforming changes, including (i) providing that the Company’s obligation to pay the Final Make

Whole Amount for purposes of the forfeiture provisions of the Zippy Purchase Agreement will be deemed satisfied if the Company timely

pays each of the three true-up make-whole amounts, while confirming that the Company’s failure to timely pay any such amount constitutes

a failure to timely pay a cash amount for purposes of the “ETHZ Forfeiture Event” definition under the Zippy Purchase Agreement,

and (ii) extending Zippy’s monthly stock transaction reporting covenant through December 31, 2026 and applying it separately with

respect to each true-up determination date.

The

foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full

text of the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by

reference.

1

Item 9.01 Financial

Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

10.1

Side Letter Amendment No. 2 to Series B-3 Preferred Stock Purchase Agreement, dated as of June 30, 2026, by and between Forum Markets, Inc. and Zippy, Inc.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURES

Pursuant to the requirements

of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto

duly authorized.

FORUM MARKETS, INCORPORATED

Date: July 1, 2026

By:

/s/ McAndrew Rudisill

Name:

McAndrew Rudisill

Title:

Chief Executive Officer

3

EX-10.1 — SIDE LETTER AMENDMENT NO. 2 TO SERIES B-3 PREFERRED STOCK PURCHASE AGREEMENT, DATED AS OF JUNE 30, 2026, BY AND BETWEEN FORUM MARKETS, INC. AND ZIPPY, INC

EX-10.1

Filename: ea029663601ex10-1.htm · Sequence: 2

Exhibit 10.1

SIDE LETTER AMENDMENT NO. 2

TO SERIES B-3 PREFERRED STOCK PURCHASE AGREEMENT

This Side Letter Amendment

No. 2 (this “Second Amendment”) is entered into as of June 30, 2026, by and between Forum Markets, Inc.

(f/k/a ETHZilla Corporation), a Delaware corporation (“Forum”), and Zippy, Inc., a Delaware corporation (“Zippy”).

Forum and Zippy are referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Parties

entered into the Series B-3 Preferred Stock Purchase Agreement, dated as of December 9, 2025 (the “Agreement”), as

amended by the Side Letter Amendment dated March 25, 2026 (the “First Amendment,” and together with the Agreement,

the “Amended Agreement”), pursuant to which Forum acquired an equity stake in Zippy in exchange for cash and Forum

equity;

WHEREAS, under the

Amended Agreement, the Parties established an equity-based consideration component subject to a final make-whole amount calculated as

of a true-up determination date, defined as June 30, 2026 (the “Original True-Up Determination Date”);

WHEREAS, under the

Amended Agreement, Forum was required to pay Zippy a cash amount equal to the difference, if any, between the value of the Retained Stock

(as defined in the Agreement) based on the Per Share Price of $10.50 and the value of the Retained Stock based on the volume-weighted

average price of Forum’s common stock for the ten (10) Trading Days prior to the Original True-Up Determination Date (the “Final

Make Whole Amount,” as further defined in Section 6.2 of the Agreement);

WHEREAS, in furtherance

of their ongoing strategic partnership, to provide both Parties with greater flexibility with respect to the timing and measurement of

the Final Make Whole Amount, and to spread the risk associated with Forum’s stock performance, the Parties desire to restructure

the Final Make Whole Amount mechanics by replacing the single Original True-Up Determination Date with a trifurcated true-up framework

consisting of three separate measurement and payment dates, as set forth herein;

WHEREAS, the Parties

further desire to provide Zippy with flexibility to retain or sell Forum Common Stock across three sell periods, each with independent

make-whole protection as set forth herein;

NOW, THEREFORE, in

consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which

are hereby acknowledged, the Parties agree as follows:

AGREEMENT

1.  Amendment

to Final Make Whole Amount — Trifurcated True-Up Framework. The Parties hereby agree to amend Section 6.2 of the Amended Agreement

to replace the single True-Up Determination Date of June 30, 2026 with a trifurcated true-up framework consisting of a First True-Up Date,

a Second True-Up Date, and a Third True-Up Date (each as defined below, each a “True-Up Determination Date” and collectively,

the “True-Up Determination Dates”), each with its own independent make-whole calculation and payment obligation. Notwithstanding

any provision to the contrary in the Amended Agreement, the following provisions shall govern the Final Make Whole Amount from and after

the effective date of this Second Amendment. As used in this Second Amendment, “Forum Common Stock” means the ETHZ

Common Stock that comprised the Stock Consideration.

(a) First True-Up

Sell Period. From and after the effective date of this Second Amendment and through July 31, 2026 (the “First True-Up Date”),

Zippy may sell, in its sole discretion, up to 285,714 shares of Forum Common Stock comprising the Stock Consideration (the “First

True-Up Eligible Shares” and such period, the “First True-Up Sell Period”). Zippy shall have no obligation

to provide advance notice to Forum prior to selling First True-Up Eligible Shares during the First True-Up Sell Period. Following the

First True-Up Date, Zippy shall deliver to Forum a written settlement statement setting forth the number of First True-Up Eligible Shares

sold and the aggregate Gross Proceeds realized during the First True-Up Sell Period (the “First True-Up Settlement Statement”).

Forum shall pay to Zippy, in cash, by wire transfer of immediately available funds, the First True-Up Make Whole Amount (as defined in

Section 1(b) below), if any, within ten (10) Business Days after Forum’s receipt of the First True-Up Settlement Statement, and

in no event later than ten (10) Business Days after July 31, 2026. Any First True-Up Eligible Shares not sold by Zippy during the First

True-Up Sell Period shall be carried forward and included as Second True-Up Eligible Shares under Section 1(c).

(b) First True-Up

Make Whole Amount. For purposes of this Second Amendment, the “First True-Up Make Whole Amount” shall mean the

amount, if any, equal to (A) the product of (x) the number of First True-Up Eligible Shares actually sold by Zippy during the First True-Up

Sell Period (which may be up to, but shall not exceed, 285,714 shares), multiplied by (y) the Per Share Price of $10.50 (such product,

the “First True-Up Guaranteed Amount”), minus (B) the total amount of Gross Proceeds received by Zippy from the sale

of such First True-Up Eligible Shares during the First True-Up Sell Period. For the avoidance of doubt: (i) if Zippy sells fewer than

285,714 First True-Up Eligible Shares, the First True-Up Make Whole Amount shall be calculated solely by reference to the First True-Up

Eligible Shares actually sold, and Forum shall have no obligation with respect to any unsold First True-Up Eligible Shares under this

Section 1(b); and (ii) if the aggregate Gross Proceeds from the sale of First True-Up Eligible Shares equal or exceed the First True-Up

Guaranteed Amount, the First True-Up Make Whole Amount shall be zero and no cash payment shall be due from Forum.

(c) Second

True-Up Sell Period. From and after August 1, 2026 and through September 30, 2026 (the “Second True-Up Date”

and such period, the “Second True-Up Sell Period”), Zippy may sell, in its sole discretion, up to 285,714

additional designated shares of Forum Common Stock comprising

the Stock Consideration (the “Second True-Up Designated Shares”) plus any First True-Up Eligible Shares not sold during

the First True-Up Sell Period (together, the “Second True-Up Eligible Shares”). Zippy shall have no obligation to provide

advance notice to Forum prior to selling Second True-Up Eligible Shares during the Second True-Up Sell Period. Following the Second True-Up

Date, Zippy shall deliver to Forum a written settlement statement setting forth the number of Second True-Up Eligible Shares sold and

the aggregate Gross Proceeds realized during the Second True-Up Sell Period (the “Second True-Up Settlement Statement”).

Forum shall pay to Zippy, in cash, by wire transfer of immediately available funds, the Second True-Up Make Whole Amount (as defined in

Section 1(d) below), if any, within ten (10) Business Days after Forum’s receipt of the Second True-Up Settlement Statement, and

in no event later than ten (10) Business Days after September 30, 2026. Any Second True-Up Eligible Shares not sold by Zippy during the

Second True-Up Sell Period shall be carried forward and included as Third True-Up Eligible Shares under Section 1(e).

2

(d) Second

True-Up Make Whole Amount. For purposes of this Second Amendment, the “Second True-Up Make Whole Amount” shall

mean the amount, if any, equal to (A) the product of (x) the number of Second True-Up Eligible Shares actually sold by Zippy during the

Second True-Up Sell Period, multiplied by (y) the Per Share Price of $10.50 (such product, the “Second True-Up Guaranteed Amount”),

minus (B) the total amount of Gross Proceeds received by Zippy from the sale of such Second True-Up Eligible Shares during the Second

True-Up Sell Period. For the avoidance of doubt: (i) if Zippy sells fewer than all Second True-Up Eligible Shares, the Second True-Up

Make Whole Amount shall be calculated solely by reference to the Second True-Up Eligible Shares actually sold, and Forum shall have no

obligation with respect to any unsold Second True-Up Eligible Shares under this Section 1(d); and (ii) if the aggregate Gross Proceeds

from the sale of Second True-Up Eligible Shares equal or exceed the Second True-Up Guaranteed Amount, the Second True-Up Make Whole Amount

shall be zero and no cash payment shall be due from Forum.

(e) Third True-Up

Date; Sell and Retain Options. The period from October 1, 2026 through December 31, 2026, shall be the “Third True-Up

Sell Period” and December 31, 2026 shall be the “Third True-Up Date”. During the Third True-Up Sell Period,

Zippy may sell, in its sole discretion, any or all of the Third True-Up Eligible Shares (as defined in Section 1(f) below). Zippy shall

have no obligation to provide advance notice to Forum prior to selling Third True-Up Eligible Shares. On or promptly after the Third True-Up

Date, Zippy shall deliver to Forum a written settlement statement identifying (i) the number of Third True-Up Eligible Shares sold during

the Third True-Up Sell Period and the aggregate Gross Proceeds received therefrom, and (ii) the number of Third True-Up Eligible Shares

retained by Zippy as of December 31, 2026 (such statement, the “Third True-Up Settlement Statement”). Forum shall pay

to Zippy, in cash, by wire transfer of immediately available funds, the Third True-Up Make Whole Amount (as defined in Section 1(f) below),

if any, within ten (10) Business Days after Forum’s receipt of the Third True-Up Settlement Statement, and in no event later than

ten (10) Business Days after December 31, 2026.

(f) Third True-Up

Eligible Shares; Third True-Up Make Whole Amount. The “Third True-Up Eligible Shares” shall mean 285,714 additional

designated shares of Forum Common Stock comprising the Stock

Consideration plus any Second True-Up Eligible Shares not sold during the Second True-Up Sell Period (which, for the avoidance of doubt,

shall include any First True-Up Eligible Shares that were not sold during the First True-Up Sell Period and were carried forward into

the Second True-Up Sell Period but remained unsold). The “Third True-Up Make Whole Amount” shall mean the sum of: (i)

with respect to Third True-Up Eligible Shares sold by Zippy during the Third True-Up Sell Period: the amount, if any, equal to (A) the

number of such shares sold multiplied by the Per Share Price of $10.50, minus (B) the actual Gross Proceeds received by Zippy from such

sales; plus (ii) with respect to Third True-Up Eligible Shares constituting Retained Stock (as defined in Section 1(g) below) as of December

31, 2026, the amount, if any, equal to (A) the number of shares of such Retained Stock multiplied by the Per Share Price of $10.50, minus

(B) the number of shares of such Retained Stock multiplied by the volume-weighted average price of Forum’s common stock on The Nasdaq

Capital Market for the ten (10) Trading Days prior to the Third True-Up Date (the “Third True-Up VWAP”); provided that

any Trading Day on which trading in Forum Common Stock is halted or suspended for market-wide reasons shall be excluded and the measurement

period shall be extended to include the next Trading Day. For the avoidance of doubt: (x) if the Third True-Up VWAP equals or exceeds

$10.50, the Retained Stock component under clause (ii) shall be zero; (y) any Third True-Up Eligible Shares as to which Gross Proceeds

equal or exceed the Per Share Price of $10.50 shall contribute zero to the sold-share component under clause (i); and (z) Zippy may elect

clause (i) with respect to some Third True-Up Eligible Shares and clause (ii) with respect to others, in any combination, in its sole

discretion.

3

(g) Retained

Stock — Revised Definition. As used in this Second Amendment, “Retained Stock” means shares of Forum Common

Stock comprising the Stock Consideration continuously held by Zippy from the Closing through the First True-Up Date, the Second True-Up

Date, and the Third True-Up Date. For the avoidance of doubt, any shares sold by Zippy in any sell period shall not constitute Retained

Stock, and no make-whole payment shall be made twice with respect to any single share. Further, for the sake of clarity, any shares of

common stock of Forum purchased or otherwise acquired by Zippy after the Closing (other than shares comprising the Stock Consideration

issued at the Closing) shall not be Retained Stock.

(h) Supersession

of Original True-Up Determination Date. The Original True-Up Determination Date of June 30, 2026 is hereby superseded and replaced

in its entirety by the trifurcated framework set forth in this Section 1. All references in the Agreement and the First Amendment to “True-Up

Determination Date,” “Final Make Whole Amount,” and related defined terms shall be construed in accordance with this

Second Amendment from and after the effective date hereof. For the avoidance of doubt, no payment obligation of Forum shall arise on or

after June 30, 2026 solely by reason of the Original True-Up Determination Date, and the existence or amount of any make-whole obligation

shall be determined exclusively pursuant to this Second Amendment.

(i) No

Double Recovery. Each of the First True-Up Make Whole Amount, the Second True-Up Make Whole Amount, and the Third True-Up Make

Whole Amount is calculated on a distinct and non-overlapping pool of shares: (A) the First True-Up Make Whole Amount applies only to

First True-Up Eligible Shares actually sold during the First True-Up Sell Period; (B) the Second True-Up Make Whole Amount applies

only to Second True-Up Eligible Shares actually sold

during the Second True-Up Sell Period, which pool excludes all shares already sold during the First True-Up Sell Period; and (C) the Third

True-Up Make Whole Amount applies only to Third True-Up Eligible Shares, whether sold during the Third True-Up Sell Period or retained

as of December 31, 2026, which pool excludes all shares previously sold in any prior sell period. Because each share of Forum Common Stock

held by Zippy appears in exactly one calculation, no offset, credit, or deduction between tranches is required or applicable, and the

total aggregate make-whole obligation of Forum shall not exceed the amount necessary to ensure Zippy receives, in aggregate, proceeds

equivalent to the Per Share Price of $10.50 for each share of Forum Common Stock originally comprising the Stock Consideration and which

remained Retained Stock.

2.  Forfeiture

Make Whole — Conforming Amendment. Section 6.2 of the Agreement is hereby further amended to provide that Forum’s obligation

to pay the Final Make Whole Amount, for purposes of the forfeiture provisions of the Amended Agreement (including without limitation the

Forfeiture Make Whole Amount provisions), shall be deemed satisfied if Forum timely pays (i) the First True-Up Make Whole Amount, if any,

within ten (10) Business Days after Forum’s receipt of the First True-Up Settlement Statement (and in no event later than ten (10)

Business Days after July 31, 2026); (ii) the Second True-Up Make Whole Amount, if any, within ten (10) Business Days after Forum’s

receipt of the Second True-Up Settlement Statement (and in no event later than ten (10) Business Days after September 30, 2026); and (iii)

the Third True-Up Make Whole Amount, if any, within ten (10) Business Days after Forum’s receipt of the Third True-Up Settlement

Statement (and in no event later than ten (10) Business Days after December 31, 2026), in each case in accordance with Section 1 of this

Second Amendment. No forfeiture event shall be deemed to have occurred solely as a result of the substitution of the trifurcated true-up

framework for the Original True-Up Determination Date, provided that Forum meets each payment obligation by the applicable deadline. For

the avoidance of doubt, Forum’s failure to timely pay any amount required under Section 1 of this Second Amendment shall constitute

a failure to timely pay a cash amount pursuant to Section 6.2 for purposes of the definition of ‘ETHZ Forfeiture Event’ under

Section 6.3(a) of the Agreement.

4

3.  Zippy

Monthly Reporting Obligation — Conforming Amendment. The covenant in the Agreement requiring Zippy to provide Forum with monthly

stock transaction reports as to the shares of Forum Common Stock comprising the Stock Consideration until the True-Up Determination Date

shall, following the effective date of this Second Amendment, continue until December 31, 2026 (the Third True-Up Date), and shall apply

separately with respect to each True-Up Determination Date.

4.  Reservation

of Rights; No Waiver. The restructuring of the Final Make Whole Amount mechanics pursuant to this Second Amendment shall not constitute

a waiver, amendment, or modification of any of Forum’s or Zippy’s rights or remedies under the Amended Agreement, including,

without limitation, Forum’s or Zippy’s rights under Section 6.2 (Midpoint and Final True-Up), Section 6.3 (ETHZ Forfeiture

on Certain Events), and Section 6.5 (Failure to Register; Liquidated Damages).

5.  Acknowledgement

of Intent. Forum reaffirms its intent to work in good faith to assist Zippy with its sale of Forum Common Stock as contemplated in

the Transaction Agreements (each as defined in the Agreement).

6.  Ratification

and Integration. Except as expressly modified by this Second Amendment, all terms, conditions, and provisions of the Amended Agreement

remain in full force and effect and are hereby ratified and confirmed by the Parties. In the event of any conflict between this Second

Amendment and the Agreement or the First Amendment, this Second Amendment shall control. This Second Amendment, together with the Amended

Agreement, constitutes the entire agreement between the Parties regarding the subject matter hereof.

7.  Governing

Law; Counterparts. This Second Amendment shall be governed by, and construed in accordance with, the laws of the State of Delaware.

This Second Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together

shall constitute one and the same instrument. Any Party may execute this Second Amendment by electronic signature (including facsimile

or scanned email), and the other Party will be entitled to rely on such signature as conclusive evidence that this Second Amendment has

been duly executed by such Party. This Second Amendment shall be considered an amendment to the Amended Agreement and the general provisions

set forth therein shall govern this Second Amendment.

[Signature Page Follows]

5

FORUM MARKETS, INC.

ZIPPY, INC.

a Delaware corporation

a Delaware corporation

By:

/s/ McAndrew Rudisill

By:

/s/ Ben Halliday

Name:

McAndrew Rudisill

Name:

Ben Halliday

Title:

Chief Executive Officer

Title:

Chief Executive Officer

6

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Indicate if registrant meets the emerging growth company criteria.

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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