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) reported a sharp ramp-up in revenue as it transitioned to commercial operations in 2025, while losses remained significant. Full-year 2025 revenue rose to $5.8 million from $0.2 million, with record fourth quarter revenue of $4.5 million.
Fourth quarter 2025 gross profit reached $2.0 million, a gross margin of 43.7%, but operating expenses of $4.2 million led to a net loss of $2.4 million, or ($0.08) per share. For the full year, net loss widened to $36.7 million from $21.5 million, and adjusted EBITDA was ($9.1 million).
Management highlighted completion of a business combination, Nasdaq listing, expansion of manufacturing in Puerto Rico, and partnerships with CanTech, Wiliot, and Würth Industry North America. For 2026, the company issued revenue guidance of $6.0 to $7.5 million, reflecting expectations for further growth in software subscriptions.
CID Holdco, Inc. (Dot Ai) reported a sharp ramp-up in revenue as it transitioned to commercial operations in 2025, while losses remained significant. Full-year 2025 revenue rose to $5.8 million from $0.2 million, with record fourth quarter revenue of $4.5 million.
Fourth quarter 2025 gross profit reached $2.0 million, a gross margin of 43.7%, but operating expenses of $4.2 million led to a net loss of $2.4 million, or ($0.08) per share. For the full year, net loss widened to $36.7 million from $21.5 million, and adjusted EBITDA was ($9.1 million).
Management highlighted completion of a business combination, Nasdaq listing, expansion of manufacturing in Puerto Rico, and partnerships with CanTech, Wiliot, and Würth Industry North America. For 2026, the company issued revenue guidance of $6.0 to $7.5 million, reflecting expectations for further growth in software subscriptions.
CID Holdco, Inc. outlined insider financing and multiple Nasdaq listing deficiencies. On February 6, 2026, the CEO, CFO and CTO loaned the company $208,000 and may extend total Executive Loans up to $600,000 under unsecured, subordinated notes bearing 7.5% annual interest, with quarterly payments due on July 1, 2026, October 1, 2026 and final payment by December 31, 2026.
The company also received three Nasdaq deficiency notices after 30 consecutive business days below required thresholds for the $1 minimum bid price, $50,000,000 market value of listed securities and $15.0 million market value of publicly held shares. CID Holdco has until August 4, 2026 and August 10, 2026 to regain compliance or face potential delisting, though the notices currently have no immediate effect on its Nasdaq Global Market listing.
CID Holdco, Inc. outlined insider financing and multiple Nasdaq listing deficiencies. On February 6, 2026, the CEO, CFO and CTO loaned the company $208,000 and may extend total Executive Loans up to $600,000 under unsecured, subordinated notes bearing 7.5% annual interest, with quarterly payments due on July 1, 2026, October 1, 2026 and final payment by December 31, 2026.
The company also received three Nasdaq deficiency notices after 30 consecutive business days below required thresholds for the $1 minimum bid price, $50,000,000 market value of listed securities and $15.0 million market value of publicly held shares. CID Holdco has until August 4, 2026 and August 10, 2026 to regain compliance or face potential delisting, though the notices currently have no immediate effect on its Nasdaq Global Market listing.
CID HoldCo, Inc. is conducting a primary offering registering up to 23,809,523 shares of common stock, sold together with Series A-1 and Series A-2 warrants, plus related pre-funded and placement agent warrants and up to 72,976,188 shares issuable upon warrant exercises.
The assumed combined public offering price is $0.4200 per share and accompanying warrants, with pre-funded warrants priced at $0.4199. The deal is a reasonable best-efforts offering with no minimum, so the company may raise significantly less capital than anticipated. Net proceeds are earmarked for working capital and general corporate purposes.
Shares outstanding were 29,273,322 as of September 30, 2025, and would rise to 53,082,845 if the full share amount (including any pre-funded warrants) is sold, before warrant exercises. CID HoldCo flags substantial dilution risk and notes that offering proceeds plus current cash are expected to fund only about six to nine months of operations.
The company discloses substantial doubt about its ability to continue as a going concern, a working capital deficit of $5.4 million, reliance on an up to $50 million equity line with New Circle, and a senior secured convertible loan facility of up to $5 million. Preliminary 2025 results indicate revenue of roughly $4.3–$4.6 million for Q4 and $5.6–$5.9 million for the full year, driven by new customers and initial hardware shipments, but the business remains early-stage with a rapidly evolving sales pipeline.
CID Holdco, Inc. reported that its audit committee dismissed Berkowitz Pollack Brant Advisors + CPAs, LLP ("BPB") as its independent registered public accounting firm and approved Carr, Riggs & Ingram, LLC ("CRI") as the new auditor after CRI acquired certain BPB capital markets assets effective January 1, 2026. BPB’s audit report on SEE ID, Inc. dba Dot Ai’s 2024 consolidated financial statements contained an explanatory paragraph about substantial doubt regarding SEE ID’s ability to continue as a going concern, relating to the business before the June 18, 2025 business combination.
The company states there were no disagreements with BPB on accounting, disclosure, or audit scope, but it previously identified material weaknesses in internal control over financial reporting. These weaknesses caused cost of goods sold to be overstated by $310,160 for the three months ended March 31, 2025 and by $137,204 for the three and nine months ended September 30, 2024, with equal understatements of operating expenses. The company also disclosed that it issued a press release about preliminary 2025 revenue and expected 2026 revenue.
CID Holdco, Inc. reported that its audit committee dismissed Berkowitz Pollack Brant Advisors + CPAs, LLP ("BPB") as its independent registered public accounting firm and approved Carr, Riggs & Ingram, LLC ("CRI") as the new auditor after CRI acquired certain BPB capital markets assets effective January 1, 2026. BPB’s audit report on SEE ID, Inc. dba Dot Ai’s 2024 consolidated financial statements contained an explanatory paragraph about substantial doubt regarding SEE ID’s ability to continue as a going concern, relating to the business before the June 18, 2025 business combination.
The company states there were no disagreements with BPB on accounting, disclosure, or audit scope, but it previously identified material weaknesses in internal control over financial reporting. These weaknesses caused cost of goods sold to be overstated by $310,160 for the three months ended March 31, 2025 and by $137,204 for the three and nine months ended September 30, 2024, with equal understatements of operating expenses. The company also disclosed that it issued a press release about preliminary 2025 revenue and expected 2026 revenue.
CID Holdco, Inc. (DAICW) amends its S-1 registration and discloses key financing and risk information for the proposed public company following a business combination. The company may issue up to 14,999,983 shares upon exercise of Public Warrants and would receive up to $172,499,805 if all Public Warrants are exercised for cash, with proceeds intended for general corporate purposes unless otherwise disclosed. The filing lists numerous operational and regulatory risks, including material weaknesses in SEE ID's internal control over financial reporting, a history of operating losses, potential litigation, and supply-chain, cybersecurity, and international expansion risks. Management, board composition, major stockholders and beneficial ownership percentages are disclosed, showing concentrated insider and related-party holdings. Financial statement line items include SAFE issuances, changes in fair value, cash flows from financing and investing activities, and product development budgets through 2025. The filing emphasizes substantial uncertainty around achieving profitability, integration and execution risks from the Business Combination, and governance and compliance burdens of being public.
Janice Bryant Howroyd, a director of CID Holdco, Inc. (trading as DAICW for warrants), filed an initial Form 3 reporting indirect ownership of 79,689 shares of the issuer's common stock through ASK, LLC. The filing states Ms. Howroyd is the sole member of ASK, LLC and has voting and investment control of those shares. The Form 3 was signed by Ms. Howroyd on 09/04/2025.
Walter E. Skowronski filed an initial Form 3 disclosing his relationship to CID Holdco, Inc. (ticker DAIC). The filing notes the reporting date that triggered the statement as 08/15/2025 and shows Mr. Skowronski's role as a Director. The form states no securities are beneficially owned by the reporting person and the document is signed on 09/04/2025.
CID HoldCo, Inc. filed a Form S-8 to register 2,032,521 shares of its common stock, par value $0.001 per share, issuable under the CID HoldCo, Inc. 2024 Equity Incentive Plan. This registration allows the company to grant stock-based awards to eligible participants under the plan using newly registered shares. The filing also describes standard Delaware law and company charter provisions that indemnify directors and officers and permits advance payment of certain legal expenses, and it incorporates the company’s prior and future Exchange Act reports by reference.
CID HoldCo, Inc. filed a notice that it will not submit its Quarterly Report on Form 10-Q for the three months ended June 30, 2025 by the normal deadline. The company explains that it needs more time to finalize its financial results so the report accurately reflects the recently completed business combination involving ShoulderUp Technology Acquisition Corp. and SEE ID, Inc., which closed under a Business Combination Agreement dated March 18, 2024.
CID HoldCo also cites the need to allow additional review time for the audit committee following recent changes in its membership, as described in a separate current report. The company states that it expects to file the delayed Quarterly Report within five calendar days of the original due date.
CID Holdco, Inc. reported changes to its board of directors. On August 12, 2025, Holly Grey and Joanna Burkey resigned from the board and from the committees on which they served. Their resignations were stated to be not the result of any disagreements with the company’s operations, policies or practices.
Effective August 15, 2025, Walter Skowronski, 76, and Janice Bryant Howroyd, 72, were appointed as directors. Mr. Skowronski was also appointed chair of the audit committee. Both new directors are described as “independent” and having “financial sophistication” under applicable Nasdaq listing standards, and Mr. Skowronski has been designated an “audit committee financial expert” under SEC rules. The filing highlights Mr. Skowronski’s long senior finance career at Boeing and Lockheed-related entities and Ms. Howroyd’s more than 40 years as founder and CEO of ActOne Group and her extensive board and advisory experience.