{"url_path":"/sec/zeox/10-q/2026/item-1","section_key":"item-1","section_title":"Item 1 **","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-06-15","source_url":"https://www.sec.gov/Archives/edgar/data/1557376/0001829126-26-006486-index.html","accession_number":"0001829126-26-006486","cik":"0001557376","ticker":"ZEOX","issuer_name":"Zeo ScientifiX, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1557376/0001829126-26-006486-index.html","primary_entity_key":"0001557376","primary_entity_name":"Zeo ScientifiX, Inc."},"word_count":774,"has_tables":true,"body_markdown":"**Item 1.**\n**Legal Proceedings.**\n\n \n\n*Neurovive Holding Co., LLC*\n\n \n\nOn January 26, 2026, Neurovive Holding Co., LLC (“Neurovive”), Paragon Medical Group, LLC (“Paragon”), and Dr. David Buechner (“Dr. Buechner,” and together with Neurovive and Paragon, “Plaintiffs”), filed a complaint in the Circuit Court of Benton County, Arkansas Civil Division against the Company asserting claims for breach of contract, breach of fiduciary duty, misappropriation of trade secrets, fraud, promissory estoppel, unjust enrichment and conversion (“Complaint”). Plaintiffs are seeking preliminary and permanent injunctive relief and compensatory damages. The litigation stems from a previous arrangement whereby Plaintiffs and the Company had sought to jointly pursue a proposed clinical trial (“Venture”) based on Plaintiffs agreeing to provide the necessary funding for the Venture (“Funding Obligations”). After a prolonged unsuccessful effort to secure the Funding Obligations, the Plaintiffs unilaterally elected to terminate further efforts to pursue the Venture.\n\n \n\nThe case was removed to the United States District Court for the Western District of Arkansas, Fayetteville Division, Case No. 5:26-cv-05055. On March 30, 2026, the Company filed a Motion to Transfer Venue pursuant to 28 U.S.C. § 1404(a), seeking transfer of the action to the United States District Court for the Southern District of Florida, Fort Lauderdale Division. The motion is now fully briefed and the parties await a ruling from the Court. We are unable to express an opinion as to the possible outcome of this matter. The Company’s disputes all allegations and intends to vigorously pursue all available legal remedies.\n\n \n\n*Dr. Golub*\n\n \n\nThe Company’s\nemployment agreement with Dr. Howard Golub, its former Chief Science Officer (“Golub Employment Agreement”) had an\ninitial term that ended May 31, 2024. The Golub Employment Agreement was not renewed and accordingly, the Golub Employment\nAgreement expired and the employment of Dr. Golub by the Company ended on May 31, 2024.\n\n \n\nOn November 19, 2024, Dr. Golub (“Plaintiff”), filed a complaint in the Circuit Court of the Seventeenth Judicial Circuit in and for Broward County, Florida against the Company, alleging a breach of contract as a result of the Company’s failure to pay Plaintiff severance in the amount of $150,000 in connection with the non-renewal of Golub Employment Agreement. During June 2026, the parties entered into an agreement settling the matter and the action will be dismissed with prejudice.\n\n \n\n*Exotropin*\n\n \n\nOn August 15, 2025, the Company terminated the Sales Agreement for cause. Exotropin filed a complaint (Case No. CACE-25-013178, in the Circuit Court of the Seventeenth Judicial Circuit in and for Broward County, Florida) against the Company for declaratory judgment on August 29, 2025, concerning the parties’ June 19, 2024, Amended and Restated Sales Representative Agreement, seeking declarations related to termination and the survival/enforceability of certain restrictive and other clauses. On November 6, 2025, the Company moved to dismiss Exotropin’s complaint. The Company filed counterclaims on November 17, 2025. On January 7, 2026, Exotropin filed a First Amended Complaint. On April 6, 2026, the parties filed a Joint Notice of Settlement with the Court. On April 13, 2026, the parties filed a Joint Stipulation of Dismissal With Prejudice, dismissing the action and all claims, counterclaims, and defenses asserted therein with prejudice, with each party bearing its own attorneys’ fees, costs, and expenses.\n\n \n\n30\n\n \n\n \n\n*BioXtex*\n\n \n\nIn June 2025, BioXtek sought to terminate the Binding MOU and the Joint Venture for alleged breaches by the Company, which the Company contested. As the Company and BioXtek were not able to amicably resolve the dispute, on December 17, 2025, the Company commenced an action against BioXtek (Case No. CACE-25-019364, in the Circuit Court of the Seventeenth Judicial Circuit in and for Broward County, Florida) and filed an amended complaint on January 5, 2026, asserting claims for breach of contract and implied covenant, fraudulent inducement, violation of the Florida Deceptive Unfair Trade Practices Act, equitable accounting, and declaratory judgment. The Company seeks damages for expectancy/consequential losses, equitable relief, and fees. On May 27, 2026, BioXtek filed a Motion to Dismiss the Amended Complaint. No hearing has been set on the Motion to Dismiss. The Company intends to oppose the Motion to Dismiss. Mediation has been scheduled for June 11, 2026. The Company continues to evaluate its legal options and intends to protect its rights under the Binding MOU and the Joint Venture.\n\n \n\nIn addition to the above and to matters which have been resolved as reported in previous periodic reports filed under the Securities Exchange Act of 1934, as amended, from time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in any such matter may harm our business."}