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CERo Therapeutics SEC Filings

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CERo Therapeutics Holdings, Inc. filings document material-event disclosures for an emerging growth company with common stock symbol CERO and warrant symbol CEROW. The records identify the warrant class as exercisable for a fractional share of common stock and disclose the company’s registered security classes and exchange-status information in the cited reports.

Recent Form 8-K filings focus on convertible promissory-note financings, including note conversion into common stock, beneficial-ownership limits, exemptions from Securities Act registration, and obligations to register resale shares on Form S-1 or Form S-3. The filings also include an exhibit-based poster presentation related to transplantation and cellular therapy meetings.

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CERo Therapeutics Holdings, Inc. reports Q1 2026 results showing continued operating losses and tight liquidity. The company posted a net loss of about $5.9 million for the quarter on operating expenses of roughly $4.8 million, primarily for research and development and general and administrative costs.

Cash, restricted cash and cash equivalents were only $857,489 as of March 31, 2026, while net cash used in operating activities was about $2.8 million. Total assets of roughly $2.2 million compare with total liabilities of about $11.5 million, resulting in stockholders’ deficit of approximately $9.3 million and a working capital deficit of about $9.8 million.

Management explicitly states that these conditions, together with an accumulated deficit of about $96.7 million and lack of revenue, raise substantial doubt about CERo’s ability to continue as a going concern within one year. To help fund operations, CERo raised about $2.0 million net during the quarter through equity line drawdowns and new 10% convertible notes, which also created significant derivative liabilities. The company remains an early-stage immunotherapy developer, with its lead T cell therapy CER-1236 in Phase 1/1b trials for acute myelogenous leukemia and prior FDA clearance of an IND for additional indications. CERo’s shares now trade on the OTCQB following a 2025 Nasdaq delisting.

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CERo Therapeutics Holdings, Inc. reports Q1 2026 results showing continued operating losses and tight liquidity. The company posted a net loss of about $5.9 million for the quarter on operating expenses of roughly $4.8 million, primarily for research and development and general and administrative costs.

Cash, restricted cash and cash equivalents were only $857,489 as of March 31, 2026, while net cash used in operating activities was about $2.8 million. Total assets of roughly $2.2 million compare with total liabilities of about $11.5 million, resulting in stockholders’ deficit of approximately $9.3 million and a working capital deficit of about $9.8 million.

Management explicitly states that these conditions, together with an accumulated deficit of about $96.7 million and lack of revenue, raise substantial doubt about CERo’s ability to continue as a going concern within one year. To help fund operations, CERo raised about $2.0 million net during the quarter through equity line drawdowns and new 10% convertible notes, which also created significant derivative liabilities. The company remains an early-stage immunotherapy developer, with its lead T cell therapy CER-1236 in Phase 1/1b trials for acute myelogenous leukemia and prior FDA clearance of an IND for additional indications. CERo’s shares now trade on the OTCQB following a 2025 Nasdaq delisting.

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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.

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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.

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CERo Therapeutics Holdings, Inc. filed an amendment to its annual report to add detailed Part III information on directors, executive officers, compensation, ownership and auditor fees. The filing explains that no financial statements are updated and should be read together with the original report.

The company has a seven-member, classified board with a majority of independent directors and standard audit, compensation, and nominating/governance committees. In 2025, CEO Chris Ehrlich received total compensation of about $1.1 million, while the CFO and Chief Development Officer received lower but meaningful packages combining salary, bonuses and stock options.

CERo relies heavily on equity incentives: as of December 31, 2025, there were 74,151 stock options outstanding and over 32 million shares available for future issuance under its 2024 equity and purchase plans. As of April 28, 2026, directors and executives together beneficially owned about 26.55% of outstanding common stock, indicating significant insider alignment.

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CERo Therapeutics Holdings, Inc. filed an amendment to its annual report to add detailed Part III information on directors, executive officers, compensation, ownership and auditor fees. The filing explains that no financial statements are updated and should be read together with the original report.

The company has a seven-member, classified board with a majority of independent directors and standard audit, compensation, and nominating/governance committees. In 2025, CEO Chris Ehrlich received total compensation of about $1.1 million, while the CFO and Chief Development Officer received lower but meaningful packages combining salary, bonuses and stock options.

CERo relies heavily on equity incentives: as of December 31, 2025, there were 74,151 stock options outstanding and over 32 million shares available for future issuance under its 2024 equity and purchase plans. As of April 28, 2026, directors and executives together beneficially owned about 26.55% of outstanding common stock, indicating significant insider alignment.

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CERO Therapeutics Holdings director Francois Eric received a stock option grant as equity compensation. The award covers options to buy 1,823,278 shares of Common Stock at an exercise price of $0.055 per share, held directly.

The options vest in full on the earlier of August 13, 2026 or the achievement of a specified clinical milestone in 2026, provided Eric remains in continuous service through the vesting date. The options expire on March 3, 2036, and following this grant he holds options for 1,823,278 underlying shares.

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CERO Therapeutics Holdings director Francois Eric received a stock option grant as equity compensation. The award covers options to buy 1,823,278 shares of Common Stock at an exercise price of $0.055 per share, held directly.

The options vest in full on the earlier of August 13, 2026 or the achievement of a specified clinical milestone in 2026, provided Eric remains in continuous service through the vesting date. The options expire on March 3, 2036, and following this grant he holds options for 1,823,278 underlying shares.

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CERO THERAPEUTICS HOLDINGS, INC. director Francois Eric has filed a Form 3, which is an initial statement of beneficial ownership of the company’s securities. The filing establishes his status as a reporting person and does not list any purchase, sale, or other transaction activity.

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CERO THERAPEUTICS HOLDINGS, INC. director Francois Eric has filed a Form 3, which is an initial statement of beneficial ownership of the company’s securities. The filing establishes his status as a reporting person and does not list any purchase, sale, or other transaction activity.

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CERo Therapeutics Holdings, Inc. files its annual report describing progress on CER-1236, an autologous engineered T cell therapy targeting TIM-4 ligand for cancer. The company is running a first-in-human Phase 1/1b trial in acute myeloid leukemia, with five patients treated as of March 2026 and no dose-limiting toxicities reported to date.

CER-1236 has received FDA Orphan Drug Designation and Fast Track Designation for AML, and the trial has been expanded to include myelodysplastic syndrome and myelofibrosis. A separate Phase 1 study in non-small cell lung cancer and ovarian cancer is anticipated to begin in 2026. As of April 14, 2026, 36,786,686 shares of common stock were outstanding.

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CERo Therapeutics Holdings, Inc. files its annual report describing progress on CER-1236, an autologous engineered T cell therapy targeting TIM-4 ligand for cancer. The company is running a first-in-human Phase 1/1b trial in acute myeloid leukemia, with five patients treated as of March 2026 and no dose-limiting toxicities reported to date.

CER-1236 has received FDA Orphan Drug Designation and Fast Track Designation for AML, and the trial has been expanded to include myelodysplastic syndrome and myelofibrosis. A separate Phase 1 study in non-small cell lung cancer and ovarian cancer is anticipated to begin in 2026. As of April 14, 2026, 36,786,686 shares of common stock were outstanding.

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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.

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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.

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CERO THERAPEUTICS HOLDINGS, INC. reports that Isaiah Tibbs beneficially owns 1,830,007 shares of Common Stock, representing 8.67% of the class. The filing states Tibbs has sole power to vote and sole dispositive power over all 1,830,007 shares.

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CERO THERAPEUTICS HOLDINGS, INC. reports that Isaiah Tibbs beneficially owns 1,830,007 shares of Common Stock, representing 8.67% of the class. The filing states Tibbs has sole power to vote and sole dispositive power over all 1,830,007 shares.

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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.

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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.

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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.

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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.

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FAQ

How many CERo Therapeutics (CEROW) SEC filings are available on StockTitan?

StockTitan tracks 49 SEC filings for CERo Therapeutics (CEROW), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for CERo Therapeutics (CEROW)?

The most recent SEC filing for CERo Therapeutics (CEROW) was filed on May 15, 2026.