{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-116971","form_type":"8-K","ticker":"CERO","cik":"0001870404","company_name":"CERO THERAPEUTICS HOLDINGS, INC.","filed_at":"2025-12-02T23:59:59+00:00","discovered_at":"2026-05-14T18:02:40.930413+00:00","generated_at":"2026-05-16T15:47:25.715574+00:00","sec_items":["1.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"CERO Therapeutics enters new equity line for up to $14.6M from Keystone Capital","bullets":["Company entered a new Common Stock Purchase Agreement with Keystone Capital for up to $14,591,939 of common stock.","Prior agreements (Feb 2024, Nov 2024, July 2025) raised ~$10.4M total: ~$4.4M (Feb), ~$3.1M (Nov), ~$2.9M (July).","Minimum stock price for purchases set at $0.02; single fixed purchase limited to 10,000 shares or $100,000.","Investor's beneficial ownership capped at 4.99% of outstanding shares; registration rights granted.","Agreement is a continuation of the existing equity line program; no additional commitment shares required."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-116971","json":"https://secwatch.observer/filing/0001213900-25-116971.json","markdown":"https://secwatch.observer/filing/0001213900-25-116971.md","text":"https://secwatch.observer/filing/0001213900-25-116971.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1870404/000121390025116971/0001213900-25-116971-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1870404/000121390025116971/ea0267798-8k_cero.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T15:47:25.715574+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"1ce6ed07435bcd75595177b2fa26f06ef8a08e20","claim":"CERO THERAPEUTICS HOLDINGS, INC. entered into Registration Rights Agreement with an institutional investor (the \"Investor\") (effective 2025-11-26).","evidence_excerpt":"Concurrent with the execution of the Purchase Agreement, the Company entered into a registration rights agreement with the Investor (the “Registration Rights Agreement”), pursuant to which the Company agreed to provide the Investor with customary registration rights related to the shares issued under the Registration Rights Agreement.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1870404/000121390025116971/0001213900-25-116971-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"an institutional investor (the \"Investor\")"},{"label":"Effective","value":"2025-11-26"}],"fact_type":"material_agreement"},{"claim_id":"7159a37d464b23c38af1f8cfd5627c4f51d02775","claim":"CERO THERAPEUTICS HOLDINGS, INC. entered into Purchase Agreement with an institutional investor (the \"Investor\") valued at up to $14,591,939 (effective 2025-11-26).","evidence_excerpt":"On November 26, 2025, the Company entered into a purchase agreement (the “Purchase Agreement”) with the Investor, pursuant to which the Company may issue and sell to the Investor, from time to time as provided in the Purchase Agreement, and the Investor shall purchase from the Company up to $14,591,939 of the Company’s outstanding shares of Common Stock, subject to the satisfaction of the conditions in the Purchase Agreement.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1870404/000121390025116971/0001213900-25-116971-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"an institutional investor (the \"Investor\")"},{"label":"Value","value":"up to $14,591,939"},{"label":"Effective","value":"2025-11-26"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}