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AUTOMATED SEC FILING DILIGENCE BRIEF
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CERO THERAPEUTICS HOLDINGS, INC.

CIK 0001870404Ticker CEROSEC observed OTC

Automatically organized from the issuer’s official SEC submissions index. This brief is the starting evidence layer for buyer, FA, legal and broker-dealer review—not a legal conclusion or safety rating.

Open issuer dossier
Reporting & material events49

captured official filings

Registration & offering69

captured official filings

Ownership37

captured official filings

Governance4

captured official filings

Other official filing1

captured official filing

PRIORITY FILING CUES

What to review next

Rules are applied to retained SEC filing types in this issuer record. They prioritize reading work; they are not ratings or conclusions.

  1. CRITICAL
    424B32026-08-14 · form-type review cue
    SEC source →
  2. CRITICAL
    424B32026-07-17 · form-type review cue
    SEC source →
  3. CRITICAL
    424B32026-06-26 · form-type review cue
    SEC source →
  4. CRITICAL
    424B32026-05-29 · form-type review cue
    SEC source →
  5. CRITICAL
    424B32026-05-15 · form-type review cue
    SEC source →
WHAT THIS AUTOMATES

One evidence index instead of a manual filing hunt.

It groups recent reporting, registration/offer, ownership and governance filings, preserves the SEC source link and keeps a reusable chronology in the issuer’s record.

PROFESSIONAL DELIVERY LAYER

What teams can pay to automate next.

Cross-version text comparison, monitored alerts, change-specific diligence questions, CSV/PDF exports and a shared deal-team brief are the professional workflow built on this public evidence layer.

MACHINE-DETECTED FILING CHANGE RADAR

Public registration text delta

Comparing S-1 filed 2025-12-05 with S-1/A filed 2025-02-05.

Earlier SEC filingLatest SEC filing
53latest comparable sentences
37new-text candidates
26prior-text candidates not found

Tracked-term count changes

Counts are navigation signals, not conclusions. Open both official filings to determine materiality.

  • offering10 → 40+30
  • shares51 → 29-22
  • proceeds7 → 4-3
  • dilution0 → 1+1
  • management2 → 3+1

Candidate disclosure excerpts

Only sentence-level additions or removals containing tracked diligence terms are shown. These are reading cues, not materiality findings.

New in latest filing
  • The assumed public offering price for each share of Common Stock and accompanying Offered Common Warrant is $2.00, which was the closing price of our Common Stock on the Nasdaq Capital Market (the “Nasdaq”) on February 3, 2025.
  • The public offering price of each Pre-Funded Warrant and accompanying Offered Common Warrant will be equal to the price at which one share of Common Stock and accompanying Offered Common Warrant is sold to the public in this offering, minus $0.001, and the exercise price of each pre-funded warrant will be $0.001 per share.
  • The shares of Common Stock, or Pre-Funded Warrants in lieu thereof, and the accompanying Offered Common Warrants can only be purchased together in this offering but will be issued separately and will be immediately separable upon issuance.
Present in earlier filing, not found in latest
  • The actual number of shares of our Common Stock issuable will vary depending on the then-current market price of shares of our Common Stock sold to Keystone under the Keystone Purchase Agreements, but will not exceed the number set forth in the preceding sentences unless we file an additional registration statement under the Sec
  • We are not selling any securities under this prospectus and will not receive any of the proceeds from the sale of the shares of our Common Stock by Keystone.
  • Additionally, we will not receive any proceeds from the issuance or sale of the Keystone Commitment Shares.

Method: readable plain text is extracted from two official SEC HTML filings, then compared at sentence and tracked-term level. Formatting, exhibit differences and boilerplate may create false positives. This radar is not legal advice, a disclosure completeness opinion or a transaction recommendation.

ISSUER REVIEW PLAN

What to verify next

Generated from retained official filing types and chronology. This is a work sequence, not legal, accounting, compliance, investment or transaction advice.

  1. Registration & offering path (38 retained)
    Read the latest registration filing, then monitor for an amendment, EFFECT notice or 424B prospectus.
  2. Current disclosure path (24 retained)
    Open the retained current reports and identify the reported item, effective date and later update.
  3. Financial & ownership record (51 retained)
    Review periodic financial, ownership and governance records in their original filing context.

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184 retained SEC filingsLatest retained filing: 2026-08-31.Printable HTML record + CSV official-source indexOne issuer · one payment · no account

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  • Filing-change radar plus financing, legal, tax/lien and regulatory disclosure cues
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DISCLOSURE CONTEXT SCREEN

Specific public-record cues, separated from generic language

Reads selected SEC filing text by sentence. Contents-page labels, generic risk language and allocation discussion are excluded; historical financing language is kept separate.

  1. FINANCING

    In connection with the transaction, the Company issued to SRX a Consolidated Senior Secured Promissory Note having an original issue date of August 27, 2026 (the “Note”).

    8-K · 2026-08-31 · official SEC source ↗
  2. FINANCING

    “ Convertible Notes ” refer to the convertible promissory notes issued to Keystone on February 9, 2026, March 6, 2026, April 8, 2026, and April 27, 2026 and convertible promissory notes issued to SRX Global Inc.

    424B3 · 2026-08-14 · official SEC source ↗
  3. FINANCING

    20 per share, issued by the Company in a private placement on December 23, 2024.

    424B3 · 2026-08-14 · official SEC source ↗
  4. FINANCING

    “ Fifth Securities Purchase Agreement ” refers to the Securities Purchase Agreement, dated as of October 14, 2025, by and among CERo and certain PIPE Investors, pursuant to which CERo agreed to issue and sell up to 9,750 shares of Series E Preferred Stock.

    424B3 · 2026-08-14 · official SEC source ↗
  5. FINANCING

    “ First Securities Purchase Agreement ” refers to the Amended and Restated Securities Purchase Agreement, dated as of February 14, 2024, by and among PBAX, Legacy CERo and certain PIPE Investors, pursuant to which CERo agreed to issue and sell 10,089 shares of Series A Preferred Stock, 306 Series A Warrants and 2,500 Preferred Warrants.

    424B3 · 2026-08-14 · official SEC source ↗
  6. FINANCING

    v “ Fourth Securities Purchase Agreement ” refers to the Securities Purchase Agreement, dated as of April 21, 2025, as amended as of June 25, 2025, by and among CERo and certain PIPE Investors, pursuant to which CERo agreed to issue and sell up to 10,000 shares of Series D Preferred Stock.

    424B3 · 2026-08-14 · official SEC source ↗
  7. FINANCING

    40 per share, issued by the Company in a private placement on January 6, 2025.

    424B3 · 2026-08-14 · official SEC source ↗
  8. FINANCING

    “ Convertible Notes ” refer to the convertible promissory notes issued to Keystone on February 9, 2026, March 6, 2026, April 8, 2026, and April 27, 2026 and convertible promissory notes issued to SRX Global Inc.

    10-Q · 2026-08-14 · official SEC source ↗

Scope: automated text screening of selected SEC filings only. Each cue requires review of the linked filing; it does not confirm a claim, legal status, tax status, financing completion or current issuer condition.

LEGACY TERM SCREEN · SOURCE INDEX

Financing, legal and disclosure cues

This screen counts source documents with a reading cue, never the number of underlying events. A cue may be generic risk language; open the cited SEC source before drawing any conclusion.

View screened SEC sources (4)
8-K · 2026-08-31424B3 · 2026-08-1410-Q · 2026-08-14424B3 · 2026-07-17

Coverage boundary: this is a keyword screen of selected SEC filings only. It is not a court-docket search, tax-compliance review, lien clearance, sanctions screen, adverse-media search or a complete count of financings. A zero result means no matching term in the readable documents screened—not that the underlying issue is absent. Verify each cue in the linked official filing and use the appropriate independent professionals.

CAPITAL & OFFERING RECORD

Official filing path for financing review

Registration, amendment, prospectus, shelf and current-report nodes are organized here as a reading path. Use the SEC source for terms, status and materiality.

Browse all captured financing filings →
3registration / amendment nodes
43prospectus nodes
0shelf / follow-on nodes
34current-report nodes to review
  1. 8-K
    Current report — review financing contextOpen SEC source →
  2. 424B3
    Prospectus / offering documentOpen SEC source →
  3. 424B3
    Prospectus / offering documentOpen SEC source →
  4. 8-K
    Current report — review financing contextOpen SEC source →
  5. 424B3
    Prospectus / offering documentOpen SEC source →
  6. 8-K
    Current report — review financing contextOpen SEC source →
  7. 424B3
    Prospectus / offering documentOpen SEC source →
  8. 8-K
    Current report — review financing contextOpen SEC source →
  9. 424B3
    Prospectus / offering documentOpen SEC source →
  10. 424B3
    Prospectus / offering documentOpen SEC source →
  11. 8-K
    Current report — review financing contextOpen SEC source →
  12. 424B3
    Prospectus / offering documentOpen SEC source →
  13. 424B3
    Prospectus / offering documentOpen SEC source →
  14. 424B3
    Prospectus / offering documentOpen SEC source →
  15. 8-K
    Current report — review financing contextOpen SEC source →
  16. 424B3
    Prospectus / offering documentOpen SEC source →
  17. 8-K
    Current report — review financing contextOpen SEC source →
  18. 424B3
    Prospectus / offering documentOpen SEC source →
  19. 8-K
    Current report — review financing contextOpen SEC source →
  20. 424B3
    Prospectus / offering documentOpen SEC source →
  21. 8-K
    Current report — review financing contextOpen SEC source →
  22. 424B3
    Prospectus / offering documentOpen SEC source →

Interpretation boundary: filing counts are not financing-round counts, proceeds, closing status or current capitalization. A registration, prospectus or report can relate to different purposes; use the linked official filing and appropriate advisers to verify each event.

KEY OFFERING LANGUAGE

What the latest offering documents say

Candidate sentence excerpts from readable official SEC filing text. This provides a fast reading layer for offering structure and terms; it is not a normalized term sheet or a transaction conclusion.

NO CANDIDATE LANGUAGE IN SCREENED TEXT

Offering structure

Candidate language describing the securities or registration structure.

No sentence matching this reading cue was found in the 5 readable filings screened.
CANDIDATE LANGUAGE OBSERVED

Shares / price

Candidate language about shares, units or offering-price terms.

“729,596,950 Shares of Common Stock This prospectus supplement no.”
424B3 · 2026-08-14 · Open SEC source →
CANDIDATE LANGUAGE OBSERVED

Use of proceeds

Candidate language describing stated proceeds or intended use.

“Unregistered Sales of Equity Securities and Use of Proceeds 47 Item 3.”
424B3 · 2026-08-14 · Open SEC source →
CANDIDATE LANGUAGE OBSERVED

Convertible / warrant terms

Candidate language about conversion, warrants or related instruments.

“and converted into warrants to purchase Common Stock in connection with the Business Combination.”
424B3 · 2026-08-14 · Open SEC source →
View offering documents screened (5)
424B3 · 2026-08-14424B3 · 2026-07-17424B3 · 2026-06-26424B3 · 2026-05-29424B3 · 2026-05-15

Extraction boundary: wording can be incomplete, duplicated, conditional or superseded by later filings. The system does not calculate proceeds, share counts, dilution or closing status from these excerpts. Verify every term in the linked official SEC filing.

OFFICIAL SEC SUBMISSIONS

Captured filing chronology

Open Evidence Snapshot →
  1. 8-K
    Reporting & material eventsOpen SEC filing →
  2. 424B3
    Registration & offeringOpen SEC filing →
  3. 10-Q
    Reporting & material eventsOpen SEC filing →
  4. 424B3
    Registration & offeringOpen SEC filing →
  5. 8-K
    Reporting & material eventsOpen SEC filing →
  6. 424B3
    Registration & offeringOpen SEC filing →
  7. 8-K
    Reporting & material eventsOpen SEC filing →
  8. 424B3
    Registration & offeringOpen SEC filing →
  9. 8-K
    Reporting & material eventsOpen SEC filing →
  10. 424B3
    Registration & offeringOpen SEC filing →
  11. 10-Q
    Reporting & material eventsOpen SEC filing →
  12. 424B3
    Registration & offeringOpen SEC filing →
  13. 8-K
    Reporting & material eventsOpen SEC filing →
  14. 424B3
    Registration & offeringOpen SEC filing →
  15. 10-K/A
    Reporting & material eventsOpen SEC filing →
  16. 4
    OwnershipOpen SEC filing →
  17. 3
    OwnershipOpen SEC filing →
  18. 424B3
    Registration & offeringOpen SEC filing →
  19. 10-K
    Reporting & material eventsOpen SEC filing →
  20. 424B3
    Registration & offeringOpen SEC filing →
  21. 8-K
    Reporting & material eventsOpen SEC filing →
  22. 424B3
    Registration & offeringOpen SEC filing →
  23. 8-K
    Reporting & material eventsOpen SEC filing →
  24. 424B3
    Registration & offeringOpen SEC filing →
  25. 8-K
    Reporting & material eventsOpen SEC filing →
  26. 424B3
    Registration & offeringOpen SEC filing →
  27. 8-K
    Reporting & material eventsOpen SEC filing →
  28. 424B3
    Registration & offeringOpen SEC filing →
  29. 8-K
    Reporting & material eventsOpen SEC filing →
  30. 4
    OwnershipOpen SEC filing →
  31. 4
    OwnershipOpen SEC filing →
  32. 4
    OwnershipOpen SEC filing →
  33. 4
    OwnershipOpen SEC filing →
  34. 4
    OwnershipOpen SEC filing →
  35. 4
    OwnershipOpen SEC filing →
  36. 4
    OwnershipOpen SEC filing →
  37. 4
    OwnershipOpen SEC filing →
  38. 424B3
    Registration & offeringOpen SEC filing →
  39. 8-K
    Reporting & material eventsOpen SEC filing →
  40. 424B3
    Registration & offeringOpen SEC filing →
  41. 8-K
    Reporting & material eventsOpen SEC filing →
  42. EFFECT
    Registration & offeringOpen SEC filing →
  43. S-1
    Registration & offeringOpen SEC filing →
  44. 424B3
    Registration & offeringOpen SEC filing →
  45. 424B3
    Registration & offeringOpen SEC filing →
  46. 8-K
    Reporting & material eventsOpen SEC filing →
  47. DEF 14A
    GovernanceOpen SEC filing →
  48. 424B3
    Registration & offeringOpen SEC filing →
  49. 424B3
    Registration & offeringOpen SEC filing →
  50. 10-Q
    Reporting & material eventsOpen SEC filing →
  51. PRE 14A
    GovernanceOpen SEC filing →
  52. 424B3
    Registration & offeringOpen SEC filing →
  53. 424B3
    Registration & offeringOpen SEC filing →
  54. 8-K
    Reporting & material eventsOpen SEC filing →
  55. 424B3
    Registration & offeringOpen SEC filing →
  56. 424B3
    Registration & offeringOpen SEC filing →
  57. 8-K
    Reporting & material eventsOpen SEC filing →
  58. 8-K
    Reporting & material eventsOpen SEC filing →
  59. 8-K
    Reporting & material eventsOpen SEC filing →
  60. 424B3
    Registration & offeringOpen SEC filing →
Evidence boundary

Only official SEC submission-index facts are automated here. The brief does not determine shell status, beneficial ownership, capitalization, legal compliance, valuation, active-trading status or transaction suitability. Those questions require the appropriate source documents and independently retained professionals.