Silo Pharma acquires software assets from Norsight for 300,000-share warrant

Silo Pharma, Inc. has entered into an asset purchase agreement with Norsight Consulting Inc. to acquire specific software, technology, and related intellectual property rights. The transaction, disclosed in a Form 8-K filed with the U.S. Securities and Exchange Commission on October 2, 2026, involves the issuance of a warrant to the seller as the sole consideration for the purchased assets.

Under the terms of the agreement dated October 1, 2026, Silo Pharma agreed to purchase certain software, technology, trademarks, domain names, data, and trade secrets from Norsight, an Arkansas corporation. In exchange, Silo issued a warrant allowing Norsight to purchase up to 300,000 shares of Silo's common stock. The common stock has a par value of $0.0001 per share and trades on The Nasdaq Stock Market LLC under the symbol SILO.

The warrant carries an exercise price of $1.51 per share and includes a cashless exercise feature. It becomes exercisable beginning April 1, 2027, and will expire on September 30, 2031. To prevent concentration of ownership, Norsight is restricted from exercising any portion of the warrant that would result in it owning more than 4.99% of Silo's outstanding common stock immediately after exercise. This cap may be adjusted up to a maximum of 9.99%, provided Norsight gives at least 61 days' prior notice to Silo for any increase.

All shares of Silo common stock received by Norsight in connection with this agreement, including those issuable upon warrant exercise, are subject to a lock-up period. This restriction begins on the effective date of the agreement and ends on the earliest of twelve months after that date, a change in control as defined in the agreement, or written consent from Silo. During this period, Norsight cannot sell, hedge, pledge, or otherwise transfer these shares without Silo's prior written consent.

The agreement includes standard representations, warranties, and covenants. Norsight has agreed to indemnify Silo for any misrepresentation or breach under the agreement, infringement of third-party rights by the purchased assets, and any acts of gross negligence, fraud, or intentional misconduct by the seller. The company noted that the summary provided in the filing is qualified by the full text of the agreement and warrant, which are filed as exhibits to the report.

Silo disclosed that the offer and sale of the warrant and underlying shares were made in reliance on Section 4(a)(2) under the Securities Act of 1933. Eric Weisblum, Chief Executive Officer of Silo Pharma, signed the report on behalf of the company.