BNB Standard Corporation filed Post-Effective Amendment No. 3 to its Form S-3 registration statement (File No. 333-289830) with the SEC on October 30, 2026, primarily to update prospectus disclosures, incorporate an updated auditor consent, and refresh sale price information through October 29, 2026.

Key Highlights

  • Amendment purpose: Post-Effective Amendment No. 3 amends and restates the "Incorporation By Reference," "Forward-Looking Statements," "The Company," and "Prospectus Summary" sections of the registration statement and the at-the-market offering prospectus.
  • No new securities registered: According to the filing, "No additional securities are being registered under this Post-Effective Amendment No. 3. All applicable registration fees were previously paid."
  • Base prospectus shelf size: The registration statement covers the offer and sale of up to $1,000,000,000 of common stock, preferred stock, debt securities, depositary shares, warrants, rights, purchase contracts, units, or any combination thereof.
  • At-the-market offering: An at-the-market prospectus covers up to $50,000,000 of common stock under the Controlled Equity Offering Sales Agreement with Cantor Fitzgerald and Co., dated August 25, 2025, as amended by Amendment No. 1 dated October 2, 2026.
  • Auditor consent updated: An updated consent from independent registered public accounting firm Sadler, Gibb and Associates, LLC is included as Exhibit 23.1.
  • Company formerly known as: The filing identifies BNB Standard Corporation as formerly known as CEA Industries Inc.
  • Filer classification: The registrant is identified as a non-accelerated filer and a smaller reporting company.

BNB Standard's Third Post-Effective Amendment Updates ATM Prospectus and Shelf Registration Disclosures

BNB Standard Corporation, headquartered in Louisville, Colorado, filed Post-Effective Amendment No. 3 to its Form S-3 registration statement on October 30, 2026. The company, formerly known as CEA Industries Inc., explained in the filing that Post-Effective Amendment No. 1 was filed on June 18, 2026, after the company was no longer a "well-known seasoned issuer" as defined in Rule 405 of the Securities Act of 1933, when it filed its Annual Report on Form 10-K for the fiscal year ended April 30, 2026. That amendment added disclosure required for a registrant other than a well-known seasoned issuer and registered a specific amount of securities.

Post-Effective Amendment No. 2, filed on October 5, 2026, converted the registration statement to the proper EDGAR submission type for a non-automatic shelf registration statement and made certain other amendments, according to the filing. The current amendment, No. 3, updates sale price information based on the period from October 1, 2026, to October 29, 2026, the trading day prior to the filing date. It also makes general updates associated with the passage of time since Amendment No. 2 and makes corresponding changes to the exhibit index and signature page.

The registration statement contains two prospectuses. The base prospectus covers potential offerings of up to $1,000,000,000 of various securities including common stock, preferred stock, and debt securities. The at-the-market prospectus covers up to $50,000,000 of common stock that may be sold under the Controlled Equity Offering Sales Agreement with Cantor Fitzgerald and Co. The filing notes that upon termination of the Sales Agreement, any unsold amounts under the at-the-market prospectus would remain available for sale under the base prospectus and a corresponding supplement.

What Was Disclosed

BNB Standard Corporation filed Post-Effective Amendment No. 3 to its S-3 registration statement on October 30, 2026, updating prospectus sections, refreshing sale price data through October 29, 2026, and including an updated auditor consent. No additional securities were registered and all prior fees had been paid.