Every 8-K that CERO TERAPEUTICS HLDG INC (CERO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow CERO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CERO filings page.
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. 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. 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. entered into a financing agreement by issuing a convertible promissory note to SRX Health Solutions, Inc. for a purchase price of $750,000, with a principal face value of $937,500.
The Note bears interest at 10% per year and matures on May 28, 2027. The lender can convert principal and accrued interest into common stock at the lower 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 cap. CERo must file a Form S-1 or S-3 to register the resale of the conversion shares, and the transaction relies on private offering exemptions under Sections 4(a)(2) and 3(a)(9) of the Securities Act and Rule 506(b).
CERo Therapeutics Holdings, Inc. entered into a financing deal by issuing a 10% convertible promissory note with a principal face value of $500,000 to Keystone Capital Partners, LLC for a purchase price of $400,000.
The Note allows the company to borrow up to an aggregate $1,000,000 and matures on April 27, 2027. Keystone can convert principal and accrued interest 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 securities were issued in a private transaction relying on exemptions from registration under Sections 4(a)(2) and 3(a)(9) of the Securities Act, with a requirement that the company file a registration statement to cover resales of the conversion shares.
CERO Therapeutics Holdings, Inc. entered into a financing deal by issuing a convertible promissory note to Keystone Capital Partners for a purchase price of $350,000, with a principal face value of $437,500. Under this Note, the company may borrow up to an aggregate $1,000,000.
The Note bears 10% annual interest, matures on April 9, 2027, and can be converted into common stock 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 prior 20 days, subject to a 4.99% beneficial ownership cap.
The transaction was conducted as a private placement to an accredited investor under Section 4(a)(2) and Rule 506(b) of the Securities Act, and the company agreed to file a registration statement on Form S-1 or S-3 to cover resale of the conversion shares.
CERo Therapeutics Holdings, Inc. entered into a material definitive financing agreement by issuing and selling a convertible promissory note to Keystone Capital Partners, LLC for a purchase price of $750,000, with a principal face value of $937,500 and total borrowing capacity up to $1,000,000.
The note bears 10% annual interest, matures on August 6, 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 over the prior twenty days, subject to a 4.99% beneficial ownership limit. The company must file a registration statement on Form S-1 or S-3 to cover resale of conversion shares, and the issuance relied on private offering exemptions under Sections 4(a)(2) and 3(a)(9) and Rule 506(b) of the Securities Act.
CERO Therapeutics Holdings, Inc. entered into a financing agreement by issuing a convertible promissory note to Keystone Capital Partners for a $750,000 purchase price with a principal face value of $937,500, allowing total borrowings up to $1,000,000. The note bears 10% annual interest, matures on July 9, 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 over the prior 20 days, subject to a 4.99% beneficial ownership limit. The company plans to file a registration statement covering resale of conversion shares. CERO’s audit committee dismissed Wolf & Company, P.C. as independent auditor and appointed Salberg & Company, P.A., following prior audit reports that included a going concern explanatory paragraph and a material weakness in internal controls. The board also expanded from six to seven members and appointed Eric Francois as a new director, with an expectation he will stand for election at the 2026 annual meeting.
CERo Therapeutics Holdings, Inc. filed a current report to note that it has prepared a poster presentation for the Transplantation and Cellular Therapy Meetings beginning on February 4, 2026. The poster is included as Exhibit 99.1 and is described as summary information meant to be read alongside the company’s other SEC filings and public announcements.
The company states that the poster presentation speaks only as of its date and that it expressly disclaims any obligation to update it, even if circumstances change. The filing is administrative in nature and does not include financial results or major corporate transactions.
CERO Therapeutics Holdings, Inc. reported that the Nasdaq Listing and Hearing Review Council has affirmed a prior decision to delist the company’s securities from the Nasdaq Stock Market. The Council’s decision, dated January 29, 2026, upholds a panel ruling following an earlier trading suspension effective October 31, 2025.
This means the company’s common stock and related warrants will no longer trade on Nasdaq, which can affect trading liquidity and market visibility for shareholders. The filing does not describe any alternative listing venue in this excerpt.
CERo Therapeutics Holdings, Inc. filed a current report describing new investor and clinical communications. The company furnished an updated corporate presentation as an exhibit, which it plans to use in meetings with investors, analysts and others. This presentation is furnished rather than filed, meaning it is not automatically subject to certain Exchange Act liability provisions.
The company also issued a press release titled “CERo Therapeutics Provides Clinical Update on Phase 1 Trial of CER-1236 in AML (CertainT-1) Highlighting Key Safety Data and Platelet Transfusion-Free Interval Observed in a Patient with Myelodysplastic Syndrome/AML.” The press release and the presentation are included as exhibits, giving readers access to the latest clinical update and investor materials.
CERo Therapeutics Holdings, Inc. reported that its stockholders approved an amendment to the company’s 2024 Equity Incentive Plan at a special meeting held on December 19, 2025. The amendment increases 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 32,000,000 shares.
At the special meeting, there were 20,802,671 shares of common stock issued and outstanding and entitled to vote as of the record date, and 10,988,347 shares were present in person or by proxy, representing approximately 52.82% of the shares entitled to vote, which constituted a quorum. The company attached the full text of the fourth amendment to the equity incentive plan as an exhibit.
CERo Therapeutics Holdings, Inc. entered a new common stock purchase agreement with an institutional investor that allows the company to sell up to $14,591,939 of its common stock over time, subject to conditions in the agreement. This continues a prior equity line program under which the company previously raised approximately $4.4 million from 11,689 shares, $3.1 million from 100,581 shares, and $2.90 million from 12,500,000 shares of common stock. The company can require the investor to buy shares through fixed purchases, generally capped at the lower of 10,000 shares or $100,000 per transaction, as well as VWAP-based purchases, with an aggregate cap of $10,000,000 per VWAP and related additional VWAP purchases on a given day, so long as the stock price is at least $0.02. The investor’s beneficial ownership is limited to 4.99% of outstanding shares, and a related registration rights agreement provides for registration of shares issued under this arrangement.
CERO Therapeutics Holdings reported that a Nasdaq Hearings Panel denied its request for continued listing, citing noncompliance with the Nasdaq Capital Market’s minimum stockholders’ equity requirement of $2,500,000 under Rule 5550(b). As a result, CERO’s common stock will be suspended from trading on October 31, 2025.
The company has requested review by the Nasdaq Listing and Hearing Review Council and has begun the process to trade on the OTC Markets, while also considering other exchange options. CERO plans to continue its clinical trials, noting early observations for CER-1236 in initial AML patients at low dose with rapid cell expansion and no observed toxicity, and intends to proceed to higher dosing. The company is reviewing cash resources and potential financing alternatives and states there is no assurance of obtaining financing on acceptable terms, or at all.
CERo Therapeutics Holdings, Inc. amended its Securities Purchase Agreement to add an additional buyer and increase the Initial Closing by $500,000 to approximately $2.25 million in gross proceeds, while keeping the total financing at up to $7 million.
On October 16, 2025, the Company completed the Initial Closing, issuing 3,816 shares of Series E Convertible Preferred Stock, with $4.75 million remaining to be funded in additional closings under the agreement. Earlier, on October 14, 2025, the Company filed the Certificate of Designations establishing the Series E Preferred Stock.
The securities were issued in a private placement to accredited investors under Section 4(a)(2) and Rule 506 of the Securities Act. Upon conversion, the Series E will be exchangeable into shares of common stock as set forth in the Certificate of Designations.
CERo Therapeutics Holdings entered a Securities Purchase Agreement for a private placement of up to $7 million in Series E convertible preferred stock. The deal covers up to 9,750 Series E shares at a stated value of $1,000 each, with approximately $1.8 million to fund at the first closing; additional closings are at the mutual option of the parties and subject to customary conditions.
Series E converts into common stock at a fixed conversion price of $4.1625 per share, subject to adjustments, including alternate conversion formulas after stockholder approval and upon specified Triggering Events. As part of the transaction, holders of the Company’s Series C and Series D preferred consented to Series E ranking pari passu and their conversion price was reduced to $1.76.
The Company will seek stockholder approval to permit issuance of conversion shares below the fixed price, with targeted filing and meeting dates by Oct 31, 2025, Nov 30, 2025, and Dec 31, 2025, respectively. A Registration Rights Agreement will require filing a resale registration for the common shares issuable upon conversion.
CERO Therapeutics Holdings, Inc. filed a Form 8-K reporting that it furnished an Investor Presentation dated September 2025 as Exhibit 99.1. The company explicitly states that information on its website is not incorporated or made part of the filing. The submission was signed by Chris Ehrlich, Chief Executive Officer. No financial results, transactions, or forward-looking guidance are included in the disclosed text; the filing functions to furnish corporate presentation materials to the SEC record rather than to amend prior disclosures.
CERo Therapeutics Holdings, Inc. reported that the U.S. Food and Drug Administration granted Fast Track Designation to its lead investigational compound, CER-1236, for the treatment of Acute Myeloid Leukemia (AML). This regulatory status is intended to facilitate the development and review of therapies for serious conditions. The company disclosed this update in a current report and attached the related press release as an exhibit.
CERo Therapeutics Holdings, Inc. reports that Nasdaq has determined the company no longer meets the Nasdaq Capital Market’s minimum stockholders’ equity requirement of $2,500,000 under Rule 5550(b). Because the company is under a one-year mandatory panel monitor following a prior compliance issue, Nasdaq staff cannot grant an additional cure period.
The letter states that CERo’s securities are subject to suspension and delisting from Nasdaq on September 8, 2025, unless successfully appealed. The company requested a hearing on September 3, 2025, which stays any suspension and delisting while the appeal is pending. CERo plans to present a compliance plan that may include raising stockholders’ equity through public or private financings, while noting there is no assurance of completing financings, securing a favorable panel decision, or regaining or maintaining Nasdaq compliance.