CEA Industries (BNC) updates BNB holdings; Item 7.01 press release

CEA Industries Inc. (BNC) furnished a press release under Item 7.01 to provide an update on its BNB holdings and treasury operations.

Rhea-AI Filing Summary

CEA Industries Inc. (BNC) furnished a press release under Item 7.01 to provide an update on its BNB holdings and treasury operations. The press release is attached as Exhibit 99.1 and incorporated by reference for that limited purpose. The Item 7.01 information, including Exhibit 99.1, is furnished and not deemed filed under the Exchange Act, and is not subject to Section 18 liabilities or automatically incorporated into other filings.

The company’s securities trade on the Nasdaq Capital Market as BNC (common stock) and BNCWW (warrants).

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CEA Industries (BNC) announce in this filing?

It furnished a press release updating the company’s BNB holdings and treasury operations under Item 7.01.

Where can I find the detailed update on BNB holdings for BNC?

See Exhibit 99.1, the press release dated October 21, 2025.

Is the Item 7.01 information considered filed with the SEC?

No. It is furnished, not filed, and is not subject to Section 18 liabilities.

Are the press release details incorporated into other CEA filings?

They are not incorporated by reference unless expressly stated in a future filing.

What are CEA Industries’ trading symbols and exchange?

Common stock: BNC; Warrants: BNCWW; both on the Nasdaq Capital Market.

What is the date of the press release for BNC’s update?

The press release is dated October 21, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 10/21/2025 - 08:15 AM EDT Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 21, 2025

CEA INDUSTRIES INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41266		27-3911608
(State or other jurisdiction of		(Commission		(IRS Employer
incorporation or organization)		File Number)		Identification No.)

385 South Pierce Avenue, Suite C

Louisville, Colorado 80027

(Address of principal executive office) (Zip Code)

(303) 993-5271

(Registrants’ telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.00001		BNC		Nasdaq Capital Market
Warrants to purchase Common Stock		BNCWW		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On October 21, 2025, the Company issued a press release (the “Press Release”) providing an update on the Company’s BNB holdings and treasury operations. A copy of the Press Release is attached as Exhibit 99.1 and is incorporated herein by reference.

The information under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated October 21, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereunto duly authorized.

Dated: October 21, 2025

	CEA INDUSTRIES INC.
	By:	/s/ David Namdar
	Name:	David Namdar
	Title:	Chief Executive Officer