CEA Industries Inc. filed an 8-K with the Securities and Exchange Commission on September 4, 2026, announcing amendments to its Articles of Incorporation filed with the Secretary of State of Nevada.
The Company filed Certificates of Withdrawal to eliminate the certificate of designation for its Series A Preferred Stock and its Series B Convertible Preferred Stock. These withdrawals became effective immediately upon filing and removed the designations from the Company’s Articles of Incorporation. The Company stated that no shares of Series A Preferred Stock or Series B Convertible Preferred Stock were outstanding at the time of the withdrawals. Additionally, the Company noted that the withdrawals did not change the Company’s authorized capital stock.
Following the withdrawal of the preferred stock designations, the Company filed Restated Articles of Incorporation with the Nevada Secretary of State. The Restated Articles restate the Company’s Articles of Incorporation as they were in effect prior to the withdrawals and do not amend the existing structure.
In other events, the Company filed a Description of Securities as Exhibit 4.1. This document supersedes a description of securities previously filed as Exhibit 4.11 to the Company’s Annual Report on Form 10-K for the fiscal year ended April 30, 2026. The new description details the Company’s common stock, warrants listed on The Nasdaq Stock Market LLC under the symbols “BNCWW” and “BNCWZ,” and its preferred stock purchase rights. The Company confirmed that the new description does not reflect any change in the terms of any class of securities.
