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CEA Industries Inc ownership disclosure: Vanguard Capital Management reports beneficial ownership of 2,176,595 shares of CEA Industries Inc common stock, representing 5.07% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over 2,176,595 shares and sole voting power over 275,131 shares. The statement clarifies these holdings include securities held by Vanguard funds and certain Vanguard affiliates and is signed on 04/29/2026.
CEA Industries Inc. announced that its Stapled Warrants to purchase common stock have been approved for listing on the Nasdaq Capital Market. The warrants, each allowing the holder to buy one share at an exercise price of $15.15 per share, will trade under the ticker symbol “BNCWZ” beginning April 15, 2026.
The company states that a total of 49,504,988 Stapled Warrants are outstanding and exercisable until 5:00 p.m. New York City time on August 5, 2028. These warrants were originally issued under a Securities Purchase Agreement dated July 28, 2025 and are governed by a Warrant Agreement dated August 5, 2025.
CEA Industries Inc. reported that Chief Financial Officer William B. Miller received a grant of 363,636 Restricted Stock Units (RSUs) on common stock. These RSUs were awarded as compensation and carry no exercise price.
According to the vesting schedule, 25% of the RSUs, or 90,909 shares, will vest on April 6, 2027, with the remaining units vesting in equal quarterly installments through April 6, 2030, contingent on his continued service. The award was granted under the CEA Industries Inc. 2026 Inducement Plan, and following this grant Miller holds 363,636 RSUs directly.
CEA Industries Inc. approved a new 2026 Inducement Plan and granted a significant equity award to its recently appointed Chief Financial Officer, William (Brent) Miller. The plan authorizes up to 1,000,000 shares of common stock for equity awards to new employees as hiring incentives.
Under this plan, Mr. Miller received 363,636 time-based restricted stock units with a grant date fair value of $1,000,000. Twenty-five percent vests on the first anniversary of the grant, with the remainder vesting in equal quarterly installments through the fourth anniversary, subject to continued service.
The award includes pro-rata vesting on certain terminations, full vesting upon death, disability or certain change-in-control terminations, and is subject to clawback and recoupment policies, including those required under Section 10D of the Exchange Act.
CEA Industries Inc. reported that its board is seeking to renegotiate the company’s Asset Management Agreement with 10X Capital Asset Management LLC, which was originally signed in August 2025. After discussions with 10X, the board delivered a “Market Proposal” in early March.
The proposal would cut management fees from 1.75% of treasury asset NAV to 0.50% of NAV, with a potential 0.25% performance bonus, shorten the term from 20 years to two years from the original date, and reduce liquidated damages on termination. The company says 10X has not offered meaningful concessions, the agreement cannot be amended or terminated unilaterally without a substantial break fee, and the board will keep pursuing ways to improve terms while also preparing a consent revocation campaign in response to YZi Labs’ consent solicitation.
YZI Labs Management has filed a preliminary consent statement and a WHITE consent card to solicit written consents to expand the Board of Directors of CEA Industries Inc. and elect nominated directors. The solicitation materials will be available at the SEC website.
The filing discloses that YZi Labs Management directly beneficially owns 2,150,481 shares of Common Stock and holds warrants exercisable into 7,750,510, 9,900,991 and 3,564,359 shares subject to 4.99% Beneficial Ownership Limitations; the warrants are not expected to be exercisable within 60 days due to those limits.
CEA Industries Inc. disclosed that its Board reviewed a request from YZILabs Management Ltd. to set a record date for stockholders entitled to consent in connection with YZi Labs’ proposed consent solicitation. The Board concluded the request was deficient under the Company’s bylaws because it omitted material information, including details on BNB holdings and financial relationships between YZi Labs and its nominees.
As a result, the Board has not set a record date and states that YZi Labs may not proceed with its proposed consent solicitation. The Company plans to file a consent revocation statement with an accompanying yellow consent revocation card, and emphasizes that stockholders are not required to take any action at this time.
CEA Industries Inc. reported that board member Hans Thomas resigned from the Board of Directors effective March 20, 2026. The company stated that his resignation was not due to any disagreement with the company, its management, or the Board on operations, policies, or practices.
The Board, which is composed of a majority of independent directors, plans to fill the vacant seat with a candidate identified through its ongoing search process.