Sec Form 4 Filing - KLITGAARD WILLIAM E @ Zapata Computing Holdings Inc. - 2024-03-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person KLITGAARD WILLIAM E 2. Issuer Name and Ticker or Trading Symbol Zapata Computing Holdings Inc. [ ZPTA] 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) 100 FEDERAL STREET, 20TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/28/2024 (Street) BOSTON, MA02110 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock 03/28/2024 A 126,348 A 126,348 D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Stock Option (Right to Buy) $ 3.8 03/28/2024 A 68,558 ( 2 ) 07/31/2033 Common Stock 68,558 ( 3 ) 68,558 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KLITGAARD WILLIAM E 100 FEDERAL STREET 20TH FLOOR BOSTON, MA02110 X Signatures /s/ Stacie S. Aarestad, Attorney-in-Fact 04/01/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Received in connection with the business combination (the "Merger") of a wholly owned subsidiary of the Issuer with Zapata Computing, Inc. ("Private Zapata"). In accordance with a Note Exchange Agreement, dated March 28, 2024, by and among the Reporting Person, the Issuer and Private Zapata, at the effective time of the Merger, the Reporting Person exchanged an outstanding Senior Secured Promissory Note between the Reporting Person and Private Zapata, with an aggregate principal amount, together with then-outstanding interest, of $568,568.92, for 126,348 shares of common stock of the Issuer, at a conversion price of $4.50 per share. ( 2 )The option will become exercisable in equal annual installments over two years from July 3, 2023. ( 3 )Received in accordance with the terms of the Business Combination Agreement (the "Business Combination Agreement"), dated as of September 6, 2023, by and among the Issuer, Tigre Merger Sub, Inc. and Zapata Computing, Inc. ("Private Zapata"), in exchange for an option to acquire 75,000 shares of common stock of Private Zapata at a purchase price of $3.47 per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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