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CERo Therapeutics Holdings, Inc. (CERO) entered into a new secured financing with SRX Global Inc. on August 27, 2026, issuing a Consolidated Senior Secured Promissory Note. The Note rolls up prior unsecured debt of $5,666,108.77 and permits up to an additional $6,000,000 of advances, for a maximum aggregate loan amount of $11,666,108.77. SRX funded an initial advance of $775,665.00 and required reimbursement of $50,000.00 of its legal expenses from that advance.
The Note bears interest at 10% per annum, increasing during an Event of Default to the lesser of 24.99% per annum or the legal maximum, and matures on October 15, 2026, with SRX able to extend in four 30-day periods. It is secured by a first-priority pledge of all equity in CERo Therapeutics, Inc. and a security interest in substantially all assets of the subsidiary, including intellectual property and CER-1236–related assets. The subsidiary also delivered a guaranty of payment. The agreement includes restrictive covenants and detailed Events of Default that allow SRX to accelerate the debt and enforce on the collateral. The Note and any shares issuable upon its conversion were issued in a private, unregistered transaction relying on Section 4(a)(2) and Rule 506(b) of the Securities Act.
CERo Therapeutics Holdings, Inc. has filed Prospectus Supplement No. 15 to its Form S-1, covering 729,596,950 shares of common stock, to incorporate its Quarterly Report for the period ended June 30, 2026. The common stock trades on OTCQB under “CERO” and public warrants on OTCID under “CEROW”. On August 13, 2026, the last quoted bid prices were $0.0095 per share of common stock and $0.0025 per warrant.
As of June 30, 2026, CERo reported cash, restricted cash, and cash equivalents of $937,512, total assets of $1.9 million, and total liabilities of $32.4 million, resulting in a stockholders’ deficit of $30.5 million. The company recorded a six‑month net loss of $6.9 million and an accumulated deficit of $97.8 million, and disclosed substantial doubt about its ability to continue as a going concern without additional capital. There were 63,811,396 common shares outstanding as of June 30, 2026.
CERo Therapeutics Holdings, Inc. is an early-stage immunotherapy company developing engineered T cell therapies, including lead candidate CER-1236 in a Phase 1/1b trial for AML, with additional IND clearance for NSCLC and ovarian cancer. The business remains pre-revenue.
For the six months ended June 30, 2026, CERo reported a net loss of $6.9 million, improved from $10.5 million a year earlier, as R&D and G&A expenses declined modestly. However, large deemed dividends on preferred stock brought the net loss attributable to common shareholders to $35.3 million. Operating cash outflows were $5.1 million, funded mainly by $3.7 million of new convertible notes and $0.7 million from an equity line of credit.
Liquidity is strained: cash and equivalents were $0.94 million, total assets $1.9 million, against $32.4 million of liabilities and a stockholders’ deficit of $30.5 million. Management discloses a working capital deficit of about $30.9 million and states that these conditions raise substantial doubt about the company’s ability to continue as a going concern. Trading in the common stock moved from Nasdaq to the OTCQB market after an October 2025 delisting.
Cero Therapeutics Holdings, Inc. reported an updated ownership disclosure from shareholder Isaiah Tibbs. Tibbs beneficially owns 2,089,000 shares of Cero Therapeutics common stock, representing 4.63% of the class, based on 45,112,406 shares outstanding as of the second quarter. All of these shares are reported with sole voting and sole dispositive power, with no shared voting or dispositive authority. The filing notes that the position now reflects ownership of 5 percent or less of the company’s common stock.
CERO Therapeutics Holdings, Inc. has filed a prospectus supplement linked to an existing registration statement covering 729,596,950 shares of common stock, updating it with details of a new convertible financing. The common stock trades on OTCQB under “CERO,” with a last quoted bid of $0.0115 per share on July 16, 2026, and public warrants “CEROW” quoted at $0.0048 per warrant.
On July 14, 2026, the company entered into a second amended and restated convertible grid promissory note with SRX Global Inc. The Note allows tranche funding of up to $2,085,200, corresponding to a principal amount of up to $2,606,500 with a 25% original issue discount. Tranches of $750,000, $663,600, and $671,600 have been funded. The Note bears 10% annual interest, matures on May 28, 2027, and is convertible at the lender’s option at the lesser of $0.05 per share or 80% of the average of the five lowest intraday trading prices over the 20 days before a conversion request, subject to a 4.99% beneficial ownership limitation. The company is obligated to file a registration statement on Form S-1 or S-3 to register the resale of the conversion shares.
CERO Therapeutics Holdings, Inc. entered into a second amended and restated convertible promissory note with SRX Global Inc., allowing borrowings up to a maximum aggregate principal of $2,085,200. This amount has been funded in three tranches of $750,000, $663,600, and $671,600.
The note bears 10% annual interest, matures on May 28, 2027, and is convertible at the lender’s option into common stock at the lesser of $0.05 per share or 80% of the average of the five lowest intraday trading prices over the prior 20 days, subject to a 4.99% beneficial ownership limitation. The company plans to register the resale of conversion shares and relied on Securities Act private offering exemptions for this financing.
Cero Therapeutics Holdings, Inc. is having its common stock and warrants removed from listing and registration on the Nasdaq Stock Market LLC. Nasdaq certifies that it has complied with its own rules and the requirements of Section 12(b) and related SEC Rule 12d2-2 for striking the securities from listing, and the issuer is stated to have complied with the exchange’s rules and SEC requirements governing withdrawal of the securities.
CERO Therapeutics Holdings, Inc. files Prospectus Supplement No. 13 to its Form S-1 registering 729,596,950 shares of common stock. The supplement attaches a Form 8-K that discloses an amended and restated convertible promissory note providing up to $1,413,600 in aggregate loans, of which $750,000 was previously funded and an additional $663,600 funded on June 23, 2026. The Note bears interest at 10% per annum, matures on May 28, 2027, and is convertible into common stock at the lesser of $0.05 per share or 80% of a short-term average trading price, subject to a 4.99% beneficial ownership limitation. The supplement also states the company will file a registration statement covering resale of shares issuable upon conversion.
CERO Therapeutics Holdings, Inc. entered into an amended and restated convertible promissory note with SRX Health Solutions, Inc. on June 23, 2026. The note allows borrowing up to $1,413,600, of which $750,000 was previously funded and $663,600 was funded on June 23, 2026.
The note bears 10% annual interest, matures on May 28, 2027, and is convertible into common stock at the lesser of $0.05 per share or 80% of the average of the five lowest intraday trading prices during the 20 days before a conversion request, subject to a 4.99% beneficial ownership limitation. CERO agreed to file a registration statement on Form S-1 or S-3 to cover resale of shares issuable upon conversion. The issuance relied on private offering exemptions under Section 4(a)(2) and Rule 506(b) of the Securities Act.
CERO Therapeutics Holdings, Inc. is registering 729,596,950 shares of Common Stock via a Prospectus Supplement. The supplement attaches a Form 8-K that discloses the company issued a convertible promissory note on May 28, 2026.
The Note was purchased for $750,000 (principal face value $937,500), bears interest at 10% per annum, matures on May 28, 2027, and is convertible into Common Stock at a conversion price equal to the lesser of $0.05 or 80% of the average of the five lowest intraday trading prices during the twenty days before conversion, subject to a 4.99% beneficial ownership limitation. The Note requires the company to file a registration statement covering resale of shares issuable on conversion. The prospectus supplement also states recent bid prices: Common Stock $0.0191 and public warrants $0.0022.