Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Director

On July 11, 2024, the Board of Directors of ZIVO Bioscience Inc., (the "Company") increased its size from four (4) to five (5) members and appointed Laith Yaldoo to fill the vacancy.

Mr. Yaldoo, age 56, currently serves as the managing member of HEP Investments LLC, a private investment fund where he focuses his efforts on investing in and growing potentially disruptive businesses, a position he has held since August, 2011. He has led several ventures, including their formations, management, funding, operations, identifying and contracting with strategic partners and dispositions in various industries, including electronic payments, telecommunication, retail, biotech, healthcare and back-office management. He also currently serves as a strategic partner with Aquila Equity Partners and as the National Director of ISO Sales for CardConnect, positions he has held since January, 2020 and February, 2009, respectively. Mr. Yaldoo founded a credit card processing ISO, National Processing Services LLC, in 2001, which merged with CardConnect in 2009. In 2016, he played an integral role in the initial public offering of CardConnect, which lead to the eventual acquisition by First Data and later by FISERV (NYSE: FI). Mr. Yaldoo also joined TCC Wireless LLC in 2015 where he has since served as an executive and board chairman and spends significant time in company organization, structure, growth, financing and overseeing operations, legal, and real estate matters. Prior to this, Mr. Yaldoo was a practicing attorney for nine years. Mr. Yaldoo graduated from Wayne State University Law School, Detroit, Michigan in 1993, J.D., cum laude and earned his Bachelor in Business Administration in 1990 in Professional Accounting from the University of Michigan-Dearborn, Michigan where he graduated with Honorable Distinction.

Mr. Yaldoo does not have family relationships with any of the current officers or directors of the Company, and there are no related party transactions reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K. Mr. Yaldoo will participate in the Company's standard outside director compensation program.

Mr. Yaldoo will stand for election as a Class I director at the Company's annual meeting of shareholders in 2026.