Source-grounded facts extracted from CERO THERAPEUTICS HOLDINGS, INC.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
CERO THERAPEUTICS HOLDINGS, INC. issued convertible note to SRX Health Solutions, Inc. for $750,000.
“On May 28, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to SRX Health Solutions, Inc. (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. entered into Note with SRX Health Solutions, Inc. valued at $750,000 (effective 2026-05-28).
“On May 28, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to SRX Health Solutions, Inc. (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. incurred convertible notes of $937,500 with SRX Health Solutions, Inc. at 10% per annum maturing May 28, 2027.
“On May 28, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to SRX Health Solutions, Inc. (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. issued convertible note to Keystone Capital Partners, LLC for $400,000.
“On April 27, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for an purchase price of $400,000, having a principal face value of $500,000 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. entered into Note with Keystone Capital Partners, LLC valued at $400,000 (effective 2026-04-27).
“On April 27, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for an purchase price of $400,000, having a principal face value of $500,000 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. incurred convertible notes of $400,000, having a principal face value of $500,000 with Keystone Capital Partners, LLC at 10% per annum maturing April 27, 2027.
“On April 27, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the "Company") issued and sold a convertible promissory note for an purchase price of $400,000, having a principal face value of $500,000 (the "Note") to Keystone Capital Partners, LLC ("Lender").”
CERO THERAPEUTICS HOLDINGS, INC. issued convertible note to Keystone Capital Partners, LLC for purchase price of $350,000.
“On April 8, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for an purchase price of $350,000, having a principal face value of $437,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. incurred convertible notes of $350,000 with Keystone Capital Partners, LLC at 10% per annum maturing April 9, 2027.
“On April 8, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for an purchase price of $350,000, having a principal face value of $437,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. entered into Note with Keystone Capital Partners, LLC valued at $350,000 (effective 2026-04-08).
“On April 8, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for an purchase price of $350,000, having a principal face value of $437,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. issued convertible note to Keystone Capital Partners, LLC for purchase price of $750,000.
“On March 6, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. incurred convertible notes of $750,000 purchase price, $937,500 principal face value, up to $1,000,000 aggregate with Keystone Capital Partners, LLC at 10% per annum maturing August 6, 2027.
“On March 6, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. entered into Convertible Promissory Note with Keystone Capital Partners, LLC valued at Purchase price $750,000; principal face value $937,500; maximum aggregate borrowings $1,000,000; int (effective 2026-03-06).
“On March 6, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. issued convertible note to Keystone Capital Partners, LLC for $750,000.
“On February 9, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. incurred convertible notes of $750,000 with Keystone Capital Partners, LLC at 10% per annum maturing July 9, 2027.
“On February 9, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. entered into Note with Keystone Capital Partners, LLC valued at $750,000 (effective 2026-02-09).
“On February 9, 2026, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”) issued and sold a convertible promissory note for a purchase price of $750,000, having a principal face value of $937,500 (the “Note”) to Keystone Capital Partners, LLC (“Lender”).”
CERO THERAPEUTICS HOLDINGS, INC. engaged Salberg & Company, P.A. as its auditor.
“The Company’s audit committee of the board of directors (the “Audit Committee”) approved the appointment of Salberg & Company, P.A. (“Salberg”) as the Company’s independent registered public accounting firm, effective following the finalization of the terms of an engagement letter therewith and execution thereof of February 11, 2026, with such appointment effective as of February 13, 2026.”
CERO THERAPEUTICS HOLDINGS, INC. dismissed Wolf & Company, P.C. as its auditor.
“The Company’s audit committee of the board of directors (the “Audit Committee”) approved the decision to dismiss Wolf & Company, P.C. (“Wolf”), as the Company’s independent registered public accounting firm, effective as of February 13, 2026.”
CERO THERAPEUTICS HOLDINGS, INC. received a nasdaq delisting notice notice regarding other.
“January 29, 2026, after considering the written record in this matter, the Council issued its decision affirming the Panel’s decision to delist the Company’s securities from Nasdaq. 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 3, 2026 CERO THERAPEUTICS HOLDINGS, INC. By: /s/ Chris Ehrlich Name: Chris Ehrlich Title: Chief Executive Officer 2”
CERO THERAPEUTICS HOLDINGS, INC. entered into Registration Rights Agreement with an institutional investor (the "Investor") (effective 2025-11-26).
“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.”
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).
“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.”
CERO THERAPEUTICS HOLDINGS, INC. received a nasdaq delisting notice notice regarding stockholders equity (rules 5550(b)).
“October 29, 2025, the Company received the determination of the Hearings Panel to deny the Company’s request for the continued listing of its common stock. As a result, the common stock will be suspended from trading on Nasdaq at open of trading on October 31, 2025. The Company has submitted a request for review of the Hearings Panel’s decision by the Nasdaq Listing and Hearing Review Council (the “ Council ”). The Company has also commenced the process of seeking to trade its shares of common stock on the OTC Markets. However, the Company can provide no assurance that the review by the Counci”
CERO THERAPEUTICS HOLDINGS, INC.: Filed Certificate of Designations establishing Series E convertible preferred stock (effective 2025-10-14).
“On October 14, 2025, the Company filed the Certificate of Designations of Rights and Preferences of the Series E Preferred Stock (the “Certificate of Designations”) for the purpose of designating and establishing the Company’s Series E convertible preferred stock, par value $0.0001 per share (the “Series E Preferred Stock”).”
CERO THERAPEUTICS HOLDINGS, INC. issued up to 9,750 shares of the Company's Series E convertible preferred stock of preferred stock to certain accredited investors named therein (the "PIPE Investors") for aggregate purchase price of up to $7 million.
“Pursuant to the Securities Purchase Agreement, up to 9,750 shares of the Company’s Series E convertible preferred stock, par value $0.0001 per share (the “ Series E Preferred Stock ”) shall be purchased for an aggregate purchase price of up to $7 million in one or more closings”
CERO THERAPEUTICS HOLDINGS, INC. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b), 5815(d)(4)(B)).
“August 28, 2025, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “ Company ”), received a letter from the staff at the Nasdaq Listing Qualifications department notifying the Company that such staff had determined that the Company does not comply with the minimum stockholders’ equity requirement of $2,500,000 (the “ Stockholders’ Equity Requirement ”) for continued listing on the Nasdaq Capital Market (“ Nasdaq ”) set forth in Nasdaq Rule 5550(b). As previously disclosed, the Company previously had been out of compliance with Nasdaq continued listing requirements until, on May 7”
CERO THERAPEUTICS HOLDINGS, INC. received a nasdaq delisting notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“June 11, 2025, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “Company”), received a letter (the “Bid Price Requirement Letter”) from the Listing Qualifications Department (the “Staff”) at The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the 30 consecutive business day period between April 25, 2025 through June 9, 2025, the closing bid price for the Company’s common stock, par value $0.0001 per share (the “Common Stock”), has been below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market set forth in Nasdaq Listing Rule 5550(”
CERO THERAPEUTICS HOLDINGS, INC.: The Company filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation to effect a 1-for-20 reverse stock split of its common stock, effective June 13, 2025 (effective 2025-06-13).
“On June 11, 2025, CERo Therapeutics Holdings, Inc. (the “Company”) filed an amendment (the “Certificate of Amendment”) to its Second Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time, to effectuate a reverse stock split of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”).”
Andrew Albert Kucharchuk was appointed as Chief Financial Officer at CERO THERAPEUTICS HOLDINGS, INC..
“the Company agreed to employ Mr. Kucharchuk as the Company’s Chief Financial Officer as of and from June 4, 2025.”
Chris Ehrlich was appointed as Chief Executive Officer at CERO THERAPEUTICS HOLDINGS, INC..
“the Company agreed to employ Mr. Ehrlich as the Company’s Chief Executive Officer as of and from June 4, 2025.”
CERO THERAPEUTICS HOLDINGS, INC.: Filed Certificate of Designations for Series D convertible preferred stock (effective 2025-04-22).
“On April 22, 2025, CERo Therapeutics Holdings, Inc. (the “Company”) filed the Certificate of Designations of Rights and Preferences of the Series D Preferred Stock (the “Certificate of Designations”) for the purpose of designating and establishing the Company’s Series D convertible preferred stock, par value $0.0001 per share (the “Series D Preferred Stock”).”
CERO THERAPEUTICS HOLDINGS, INC.: Amended certificate of incorporation to effect a 1-for-100 reverse stock split (effective 2025-01-08).
“On January 6, 2025, CERo Therapeutics Holdings, Inc. (the “Company”) filed an amendment (the “Certificate of Amendment”) to its Second Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time, to effectuate a reverse stock split of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”).”
Shami Patel was appointed as Class III Director at CERO THERAPEUTICS HOLDINGS, INC..
“On October 9, 2024, the Board of Directors (the “ Board ”) of the Company appointed Shami Patel to the Board as a Class III director, effective October 11, 2024, to fill the vacancy created by Dr. Corey’s resignation”
CERO THERAPEUTICS HOLDINGS, INC.: Filed Certificate of Designations creating Series C Convertible Preferred Stock (effective 2024-09-25).
“On September 25, 2024, CERo Therapeutics Holdings, Inc. (the “ Company ”) filed a Certificate of Designations of Series C Convertible Preferred Stock with the Secretary of State of the State of Delaware (the “ Certificate of Designations ”), thereby creating a new series of preferred stock of the Company designated as “Series C Convertible Preferred Stock.””
Andrew Albert "Al" Kucharchuk was appointed as Chief Financial Officer at CERO THERAPEUTICS HOLDINGS, INC..
“On September 30, 2024, the Board appointed Andrew Albert “Al” Kucharchuk as Chief Financial Officer of the Company, effective October 1, 2024.”
Charles R. Carter resigned as Chief Financial Officer at CERO THERAPEUTICS HOLDINGS, INC..
“As previously announced, Charles R. Carter resigned from his position as Chief Financial Officer, effective on September 30, 2024.”
Kristen Pierce was appointed as Chief Development Officer at CERO THERAPEUTICS HOLDINGS, INC..
“On September 30, 2024, the Board of Directors (the “ Board ”) of CERo Therapeutics Holdings, Inc. (the “ Company ”) appointed Kristen Pierce, Ph.D., as Chief Development Officer of the Company, effective October 1, 2024.”
Chris Ehrlich was appointed as Interim Chairman and Chief Executive Officer at CERO THERAPEUTICS HOLDINGS, INC..
“Chris Ehrlich, the Vice Chairman of the Board, agreed to serve as Interim Chairman and Chief Executive Officer while the Board searches for a permanent replacement.”
Daniel Corey resigned as director at CERO THERAPEUTICS HOLDINGS, INC..
“On September 23, 2024, the Company’s Chief Technology Officer and director, Daniel Corey, informed the Board of his resignation as Chief Technology Officer and director, effective immediately, to accept a new position on the faculty of the University of California, San Francisco.”
Daniel Corey resigned as Chief Technology Officer at CERO THERAPEUTICS HOLDINGS, INC..
“On September 23, 2024, the Company’s Chief Technology Officer and director, Daniel Corey, informed the Board of his resignation as Chief Technology Officer and director, effective immediately, to accept a new position on the faculty of the University of California, San Francisco.”
Brian G. Atwood resigned as Chief Executive Officer at CERO THERAPEUTICS HOLDINGS, INC..
“On September 22, 2024, the Company’s Chairman and Chief Executive Officer, Brian G. Atwood, informed the Board of his resignation as Chief Executive Officer, effective at a date to be determined, which shall be no later than September 30, 2024.”
Charles R. Carter resigned as Chief Financial Officer at CERO THERAPEUTICS HOLDINGS, INC..
“On September 17, 2024, the Chief Financial Officer of CERo Therapeutics Holdings, Inc. (the “ Company ”), Charles R. Carter, informed the Board of Directors of the Company (the “ Board ”) that he expects to accept a new position with another publicly-traded company.”
CERO THERAPEUTICS HOLDINGS, INC. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(2)(A)).
“May 2, 2024, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “ Company ”), received a letter (the “ Letter ”) from the staff at The Nasdaq Global Market (“ Nasdaq ”) notifying the Company that, for the 30 consecutive trading days prior to the date of the Letter, the Company’s common stock had traded at a value below the minimum $50,000,000 “Market Value of Listed Securities” (“ MVLS ”) requirement set forth in Nasdaq Listing Rule 5450(b)(2)(A), which is required for continued listing of the Company’s common stock on Nasdaq. The Letter is only a notification of deficiency, not of”
CERO THERAPEUTICS HOLDINGS, INC. shareholders approved To approve an amendment to the Company’s 2024 Equity Incentive Plan (the “Plan”), as amended, amended to increase the number of shares of Common Stock available for issuance under the Plan and the number of shares that may be issued pursuant to incentive stock options by an additional 2,000,000 shar at the 2024-04-30 meeting.
“Proposal 4. To approve an amendment to the Company’s 2024 Equity Incentive Plan (the “Plan”), as amended, amended to increase the number of shares of Common Stock available for issuance under the Plan and the number of shares that may be issued pursuant to incentive stock options by an additional 2,000,000 shares. FOR ABSTAIN AGAINST 8,234,447 5,614 134,041”
CERO THERAPEUTICS HOLDINGS, INC. shareholders approved To approve, subject to certain conditions, the issuance of shares of Common Stock, in accordance with Nasdaq Listing Rule 5635, pursuant to the Committed Equity Financings (as defined in the Proxy Statement). at the 2024-04-30 meeting.
“Proposal 3. To approve, subject to certain conditions, the issuance of shares of Common Stock, in accordance with Nasdaq Listing Rule 5635, pursuant to the Committed Equity Financings (as defined in the Proxy Statement). FOR ABSTAIN AGAINST 8,303,706 6,581 63,815”
CERO THERAPEUTICS HOLDINGS, INC. shareholders approved To approve, subject to certain conditions, the issuance of the Common Stock, in accordance with Nasdaq Listing Rule 5635, upon (i) the conversion of the Company’s Series A convertible preferred stock, par value $0.0001 per share (“Series A Preferred Stock”), (ii) the conversion of the Company’s Seri at the 2024-04-30 meeting.
“Proposal 2. To approve, subject to certain conditions, the issuance of the Common Stock, in accordance with Nasdaq Listing Rule 5635, upon (i) the conversion of the Company’s Series A convertible preferred stock, par value $0.0001 per share (“Series A Preferred Stock”), (ii) the conversion of the Company’s Series B convertible preferred stock, par value $0.0001 per share, (iii) the exercise of warrants to purchase Common Stock and (iv) the exercise of warrants to purchase 2,500 shares of Series A Preferred Stock and conversion of the underlying Series A Preferred Stock. FOR ABSTAIN AGAINST 8,308,766 6,621 58,715”
CERO THERAPEUTICS HOLDINGS, INC. shareholders approved To ratify the appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the 2024 fiscal year. at the 2024-04-30 meeting.
“Proposal 1. To ratify the appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the 2024 fiscal year. FOR ABSTAIN AGAINST 8,321,662 7,562 44,878”
CERO THERAPEUTICS HOLDINGS, INC. entered into Purchase Agreement with Arena Business Solutions Global SPC II, Ltd on behalf of and for the account of Segregated Portfolio #13 – SPC #13 valued at up to $25 million (effective 2024-02-23).
“On February 23, 2024, CERo Therapeutics Holdings, Inc., a Delaware corporation (the “ Company ”), entered into a purchase agreement (the “Purchase Agreement ”) with Arena Business Solutions Global SPC II, Ltd on behalf of and for the account of Segregated Portfolio #13 – SPC #13 (“ Arena ”), pursuant to which Arena has committed to purchase up to $25 million (the “ Commitment Amount ”) of the Company’s shares of common stock, par value $0.0001 per share (the “ Common Stock ”), subject to the satisfaction of the conditions in the Purchase Agreement.”
CERO THERAPEUTICS HOLDINGS, INC. underwent a change of control involving Phoenix Biotech Acquisition Corp. (PBAX) for Issuance of 8,457,653 shares of Common Stock (including 3,075,000 Earnout Shares and 382,653 shares issuable upon exercise of rollover options or warrants) (closed 2024-02-14).
“the earlier of such forfeiture or the expiration of the earnout period. As consideration for the Business Combination, the Company issued to CERo stockholders an aggregate of 8,457,653 shares of Common Stock, including 3,075,000 Earnout Shares and 382,653 shares issuable upon exercise of rollover options or warrants. The foregoing description of the Business”
CERO THERAPEUTICS HOLDINGS, INC. entered into Sponsor Share Forfeiture Agreement.
“Sponsor Share Forfeiture Agreement At Closing, the Sponsor entered into the Sponsor Share Forfeiture Agreement, pursuant to which, upon the terms and subj”
CERO THERAPEUTICS HOLDINGS, INC. entered into ELOC Registration Rights Agreement.
“Concurrent with the execution of the Common Stock Purchase Agreement, the Company entered into a registration rights agreement with the Lead Investor (the “ ELOC Registration Rights Agreement ”),”
CERO THERAPEUTICS HOLDINGS, INC. entered into Common Stock Purchase Agreement.
“BAX entered into a common stock purchase agreement (the “ Common Stock Purchase Agreement ”) with the Lead Investor, pursuant to which the Company may sell and issue, and the Lead Investor is obligated to purchase, up to the greater of (i) 2,977,070 shares”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.