Silo Pharma buys assets from Norsight Consulting in stock warrant deal

Silo Pharma, Inc. disclosed in an 8-K filing that on October 1, 2026, it entered into an asset purchase agreement with Norsight Consulting Inc., an Arkansas corporation.¹ Under the deal, Norsight agreed to transfer a set of assets to Silo, including software, technology and associated intellectual property such as trademarks, domain names, data and trade secrets.¹

As payment, Silo issued Norsight a warrant to purchase up to 300,000 shares of its common stock, par value $0.0001 per share.¹ The warrant carries an exercise price of $1.51 per share, includes a cashless exercise feature, becomes exercisable starting April 1, 2027, and expires September 30, 2031.¹

The warrant includes ownership caps. Norsight cannot exercise any portion of the warrant if doing so would leave it owning more than 4.99% of Silo's outstanding common stock.¹ That cap can be raised or lowered, but not above 9.99%, and any increase requires at least 61 days' advance notice to Silo.¹

Shares received by Norsight, including those from exercising the warrant, are locked up. The lock-up runs from the agreement's effective date until the earlier of 12 months later, a change in control as defined in the agreement, or Silo's written consent.¹ During that period, Norsight is barred from selling, transferring, hedging or otherwise disposing of the economic interest in those shares without Silo's prior written consent.¹

The filing states the agreement includes standard representations, warranties and covenants, and Norsight agreed to indemnify Silo for misrepresentations, breaches, third-party infringement claims tied to the purchased assets, or any gross negligence, fraud or intentional misconduct.¹ Silo said the warrant and underlying shares were offered and sold in reliance on Section 4(a)(2) of the Securities Act of 1933.¹ The report was signed by CEO Eric Weisblum.