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.
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. (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. 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. (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 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. 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. 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.
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.
CID HoldCo, Inc. is asking stockholders at its May 12, 2026 virtual annual meeting to approve a wide-ranging set of proposals that reshape its capital structure and financing options. Stockholders will vote on reelecting Class I director Phyllis Newhouse and ratifying Carr, Riggs & Ingram, LLC as auditor for the year ending December 31, 2026.
The company seeks authority for a reverse stock split of its common stock at a ratio between 1-for-10 and 1-for-25, after receiving notice from Nasdaq that its share price was below the $1.00 minimum. It also requests approval under Nasdaq Listing Rules 5635(b) and 5635(d) for multiple potential equity financings, including issuances tied to new equity line arrangements, a $2,600,000 senior secured convertible note with J.J. Astor & Co., and separate non‑public offerings of up to 100,000,000 shares of common stock or equivalents. Another proposal would permit conversion of the J.J. Astor note above existing exchange caps if the company defaults.
In addition, CID HoldCo asks investors to increase the share pool under its Equity Incentive Plan to 19,959,853 shares to support employee and director equity compensation. Common stock outstanding as of the March 23, 2026 record date was 29,293,322 shares, each with one vote at the meeting.
CID HoldCo, Inc. is asking stockholders at its May 12, 2026 virtual annual meeting to approve a wide-ranging set of proposals that reshape its capital structure and financing options. Stockholders will vote on reelecting Class I director Phyllis Newhouse and ratifying Carr, Riggs & Ingram, LLC as auditor for the year ending December 31, 2026.
The company seeks authority for a reverse stock split of its common stock at a ratio between 1-for-10 and 1-for-25, after receiving notice from Nasdaq that its share price was below the $1.00 minimum. It also requests approval under Nasdaq Listing Rules 5635(b) and 5635(d) for multiple potential equity financings, including issuances tied to new equity line arrangements, a $2,600,000 senior secured convertible note with J.J. Astor & Co., and separate non‑public offerings of up to 100,000,000 shares of common stock or equivalents. Another proposal would permit conversion of the J.J. Astor note above existing exchange caps if the company defaults.
In addition, CID HoldCo asks investors to increase the share pool under its Equity Incentive Plan to 19,959,853 shares to support employee and director equity compensation. Common stock outstanding as of the March 23, 2026 record date was 29,293,322 shares, each with one vote at the meeting.
CID HoldCo, Inc. reported that on March 19, 2026, Dr. Sheldon Paul resigned from its board of directors and from the Cybersecurity and Technology Committee, effective immediately. His term had been scheduled to run until the annual stockholder meeting on April 30, 2026. The board’s Nominating and Corporate Governance Committee plans to begin searching for a new independent director to fill the vacancy after that meeting.
CID HoldCo, Inc. reported that on March 19, 2026, Dr. Sheldon Paul resigned from its board of directors and from the Cybersecurity and Technology Committee, effective immediately. His term had been scheduled to run until the annual stockholder meeting on April 30, 2026. The board’s Nominating and Corporate Governance Committee plans to begin searching for a new independent director to fill the vacancy after that meeting.
CID Holdco, Inc. filed an amended current report to correct previously filed loan-related exhibits and describe the terms of a senior secured convertible financing with J.J. Astor & Co. for up to $5,000,000.
On December 5, 2025, the company received an initial $2,000,000 loan evidenced by a Senior Secured Convertible Note with original principal of $2,600,000, of which $1,840,000 was funded after origination fees. Up to three additional $1,000,000 tranches may be drawn if trading-price, volume, listing and equity line conditions are met. The company also issued a warrant to buy 230,770 common shares at $1.69 per share, subject to adjustment and 4.99%–9.99% ownership caps.
The loans are secured by a first-priority lien on substantially all assets and 100% of key subsidiaries’ equity, with subsidiary guarantees and detailed covenants. Following an event of default and an effective resale registration statement, the notes may convert into stock at 80% of a VWAP-based price formula.
CID Holdco, Inc. filed an amended current report to correct previously filed loan-related exhibits and describe the terms of a senior secured convertible financing with J.J. Astor & Co. for up to $5,000,000.
On December 5, 2025, the company received an initial $2,000,000 loan evidenced by a Senior Secured Convertible Note with original principal of $2,600,000, of which $1,840,000 was funded after origination fees. Up to three additional $1,000,000 tranches may be drawn if trading-price, volume, listing and equity line conditions are met. The company also issued a warrant to buy 230,770 common shares at $1.69 per share, subject to adjustment and 4.99%–9.99% ownership caps.
The loans are secured by a first-priority lien on substantially all assets and 100% of key subsidiaries’ equity, with subsidiary guarantees and detailed covenants. Following an event of default and an effective resale registration statement, the notes may convert into stock at 80% of a VWAP-based price formula.