CID HoldCo, Inc. filings document Dot Ai's public-company reporting as an IoT and AI-based SaaS business with Nasdaq-listed common stock and warrants. The record includes 8-K reports on operating results, material financing agreements, executive loans, convertible notes, warrants, registration rights, listing-compliance notices and board changes.
Registration statements and proxy materials describe securities offered or registered by the company, stockholder voting matters, director elections, auditor ratification, charter amendments, emerging growth company status, governance structure, risk factors and capital-structure disclosures tied to its asset-intelligence platform and commercial operations.
Dot Ai, Inc., through CID HoldCo, entered into a $500,000 Senior Secured Convertible Promissory Note with Phillips Equities & Trust, LLC, providing new capital for working capital and related purposes. The note bears 6% annual interest, matures in 12 months, cannot be prepaid without lender consent, and is optionally convertible at 80% of the lowest daily VWAP over a five-day period, subject to a 4.99% beneficial ownership cap that can increase to 9.99% with notice and a 19.99% Nasdaq exchange cap without prior stockholder approval.
The note is secured by all company assets and intellectual property, initially as a second-priority lien behind obligations that have been acquired by the same lender, and includes restrictive covenants on additional senior or pari passu debt and detailed events of default with a 12% default interest rate. The company agreed to file a Form S-1 within 45 days to register resale of conversion shares. Separately, Dot Ai fully retired approximately $867,000 of secured convertible notes held by White Lion Capital, eliminating that debt and related liens and covenants, and received confirmation that its stock has regained compliance with Nasdaq’s $1.00 minimum bid price rule, though it still faces deficiencies in market value listing requirements.
CID Holdco, Inc. — White Lion Capital LLC reports beneficial ownership of 128,879 shares of Common Stock, representing 8.9% of the outstanding class. The filing states the percentage is calculated based on 1,441,286 shares outstanding as of April 23, 2026. The shares are described as issued pursuant to a purchase agreement. The filing is signed by Yash Thukral, Managing Partner on 06/10/2026.
CID Holdco, Inc. (Dot Ai, Inc.) outlined two potential strategic transactions that remain subject to definitive agreements and approvals. The company signed non-binding letters of intent for an up to $5.0 million convertible preferred stock investment and the sale of a portion of its operating business for approximately $6.0 million in cash, with the buyer assuming up to $3.0 million of related liabilities. The buyer would also fund a $500,000 secured convertible note as a down payment to support working capital and deal expenses in exchange for exclusivity. If completed as described, these steps are intended to strengthen the balance sheet, support continued Nasdaq listing compliance, and allow the company to pursue additional value-creating strategic initiatives, while retaining certain operating units in the listed entity.
CID Holdco, Inc. (Dot Ai) filed an update stating that the company is exploring a broad range of strategic alternatives. Options under review include a sale of the company, a merger or other business combination, strategic partnerships or joint ventures, licensing deals, a recapitalization, new financing, continuing its standalone plan, or a liquidation and dissolution.
The company has engaged Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC, as its exclusive financial advisor for this process. No timetable has been set, and the company notes there is no assurance that any transaction will occur or that any completed transaction will be on attractive terms.
CID HoldCo, Inc. entered into a third closing under its Note Purchase Agreement, issuing a senior secured convertible note with a face amount of $287,500 for cash proceeds of $230,000. The six‑month note bears 8% interest and can convert into common stock at 80% of the lowest 15‑day volume‑weighted average price.
The note is second‑lien on all company assets behind an existing J.J. Astor & Co. facility, and its proceeds must be used to make scheduled payments on that prior note. On default, the holder may convert at $0.01 per share, and conversions are capped at 4.99% beneficial ownership, increaseable to 9.99% with notice.
To preserve liquidity, the CEO, CFO, CTO and Chief Revenue Officer agreed to deep salary reductions to legal minimums or 50%, with the balance deferred. Effective May 25, 2026, the company also implemented a temporary furlough of employees, warning this may materially harm revenues and operating results while it evaluates financing options and acknowledges risks around additional capital needs and its ability to continue as a going concern.
CID HoldCo, Inc. (Dot Ai) is implementing a 1-for-25 reverse stock split of its common stock. Every twenty-five existing shares will be automatically converted into one share, with no change to the $0.0001 par value. The split becomes legally effective at 4:01 p.m. Eastern Time on May 29, 2026, and the stock will begin trading on a split-adjusted basis on Nasdaq under the symbol DAIC on June 1, 2026, with new CUSIP 171756208. The company estimates outstanding common shares will decline from approximately 30.26 million to approximately 1.21 million. No fractional shares will be issued; instead, shareholders will receive cash in lieu of fractions, and overall ownership percentages are expected to remain essentially the same apart from rounding.
CID HoldCo, Inc. reported results of its 2026 annual stockholder meeting, where all proposals passed. Stockholders authorized the board to implement a reverse stock split at a ratio between 1:10 and 1:25 and approved several Nasdaq-related financing proposals that allow issuing shares and warrants above 20% of current outstanding stock.
They also approved potential issuance of up to 100,000,000 shares of common stock (or equivalents) in future non‑public financings and increased the 2024 Equity Incentive Plan reserve to 19,959,853 shares. All director, auditor ratification, and loan-related conversion proposals received majority support.
CID Holdco, Inc. reported sharply weaker results for the quarter ended March 31, 2026. Revenue fell to $12,214 from $352,498 a year earlier, reflecting the absence of prior product-specification and exclusivity revenues. Gross profit dropped to $9,548.
The company posted a net loss of $4,465,168, widening from a $1,284,558 loss, as operating expenses rose to $4.1M on higher general and administrative, research and development, and sales and marketing spending. Cash was $853,728 with a working capital deficit of $5,828,944 and shareholders’ deficit of $4,092,529, leading management to state that substantial doubt exists about its ability to continue as a going concern.
To address liquidity, CID relies on dilutive and secured financing, including a $5M senior secured convertible facility with J.J. Astor & Co., an equity line of credit initially sized at $50M (since terminated), and a new arrangement with White Lion Capital for up to $10M in equity purchases plus $2.875M in senior secured convertible notes.
CID HoldCo, Inc. registers up to 51,000,000 shares of Common Stock for resale by White Lion Capital, LLC pursuant to registration rights under agreements entered April 17, 2026. The registration covers Purchase Shares, Commitment Shares, Warrant Shares and Conversion Shares and does not mean any shares will be issued or sold.
The prospectus states the Company will receive no proceeds from resales under this prospectus; it may, separately, receive up to $10,000,000 from sales to White Lion under the Common Stock Purchase Agreement and up to $10,000,000 from warrant exercises. The filing discloses 29,293,322 shares outstanding prior to this registration and warns that the registered shares represent approximately 174% of current outstanding Common Stock, which could materially depress the trading price. The financial statements reflect a going concern qualification and identified material weaknesses in internal controls.