CEA Industries adopts poison pill, amends bylaws after YZi Labs group seeks control (7% stake, warrants to 34.2%)

CEA Industries Inc.

Board adopted rights plan triggering at 15% ownership; existing YZi Labs group grandfathered at 7% but any increase triggers pill.
YZi Labs holds in-the-money warrants for 11.3M shares at $0.00001 (could reach 19.99%) and out-of-the-money warrants for 11.1M at $15.15 (could reach 34.2% total).
If triggered, non-acquiring holders can buy shares at 50% discount; rights expire December 26, 2026.
Amended bylaws require stockholder consent solicitations to include advance notice, record date request, and 60-day consent window.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

CEA Industries Inc.: Adopted Amended and Restated Bylaws modifying provisions on stockholder meetings, stockholder action by written consent, advance notice, exclusive forum, and other governance matters (effective 2025-12-26).

Change: bylaw amendment
Effective: 2025-12-26

Exact text from the filing

On December 26, 2025, the Board of Directors (the “ Board ”) of CEA Industries Inc. (the “ Company ”) adopted Amended and Restated Bylaws of the Company (the “ Amended and Restated Bylaws ”).

View on SEC.gov

27 governance changes filed in the last 30 days. Browse all governance changes →

CEA Industries Inc. filing history →

Source: SEC EDGAR

accession 0001493152-25-029251

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.