Welcome to our dedicated page for CID Holdco SEC filings (Ticker: DAICW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
CID HoldCo, Inc. filings document the public-company records of Dot Ai, including common stock and warrants, S-1 registration materials, and Form 8-K reports for material financing events. The disclosures identify the company as a Delaware issuer, emerging growth company and smaller reporting company with Nasdaq-listed common stock under DAIC and warrants under DAICW.
Recent filings cover equity and debt financing instruments, including common stock purchase arrangements, registration rights, senior secured convertible promissory notes and warrant terms. Proxy materials address annual meeting governance, director elections, auditor ratification, charter-amendment proposals and other stockholder voting matters.
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. entered into a Senior Secured Convertible Promissory Note with White Lion Capital, issuing an original principal amount of $287,500 under a Note Purchase Agreement.
The note carries a 20% original issue discount, giving the company $230,000 in cash, with $20,000 withheld for legal document fees. It bears 8% annual interest, matures six months after issuance, and is convertible at the holder’s option at 80% of the lowest daily volume-weighted average price over the prior fifteen trading days. Conversions are limited to keep the holder below 4.99% ownership, or 9.99% with notice, and the note is secured by a second-priority lien on all company assets. On default, the holder may convert at $0.01 per share. The securities were issued without registration, relying on Section 4(a)(2) or Regulation D.
CID HoldCo, Inc. filed an S-1 to register up to 51,000,000 shares of common stock for resale by White Lion Capital, LLC under an equity line, warrant and convertible note financing package.
The registration covers up to 15,000,000 purchase shares under a $10,000,000 Common Stock Purchase Agreement, 1,000,000 commitment shares, 15,000,000 warrant shares tied to a $10,000,000 Commitment Warrant, and 20,000,000 conversion shares from $2,875,000 of senior secured convertible notes. CID HoldCo will not receive proceeds from White Lion’s resale, but may raise cash from sales under the equity line and warrant exercises, which it expects to use mainly to repay a senior secured loan and for working capital. Before the offering, 29,293,322 shares are outstanding, and up to 80,293,322 could be outstanding if all registered shares are issued, creating substantial potential dilution. The filing also highlights rapid revenue growth to $5.8 million in 2025, significant financing obligations, material weaknesses in internal controls, and going concern uncertainty as the company scales its AI-enabled asset-tracking SaaS platform.
CID HoldCo, Inc. entered into a financing transaction with White Lion Capital that combines an equity purchase facility and secured convertible notes. The company may sell up to $10,000,000 of common stock through Rapid and VWAP purchase notices during a period ending December 31, 2028. It also agreed to issue senior secured convertible promissory notes with up to $2,875,000 in principal (for up to $2,300,000 in proceeds) bearing 8% interest and convertible at a discount to recent trading prices, with a potential default conversion price of $0.01 per share. Nasdaq rules cap total issuances from these agreements at 19.99% of shares outstanding on the effective date unless stockholders approve more, and both the equity line and related warrant include ownership limits of 4.99% (increasing to 9.99% under certain conditions). The investor also receives fully earned commitment shares based on a $120,000 fee and a warrant to buy up to $2,000,000 of stock, while the notes are secured by substantially all company assets and require proceeds to help service an existing J.J. Astor loan.