Key Highlights

  • Shares are unchanged at 0.00% on Wednesday, October 28, 2026, with the quote displayed at $0.00, below one cent.
  • A stock purchase agreement signed October 6, 2026 sells the operating subsidiary to SRX Global.
  • The deal cancels a senior note with $8,249,643.77 of outstanding principal, plus interest and fees.
  • Cash was $937,512 at June 30, 2026, against a working capital deficit of about $30.9 million.
  • The 30-day go-shop lets the company seek a superior proposal, with a $750,000 termination fee in specified cases.

CERo Therapeutics Holdings Shares: Why Is an Unchanged Penny Stock Among the Most Active?

CERo Therapeutics Holdings (OTC:CERO) shares are unchanged at 0.00% on Wednesday, October 28, 2026, with the price displayed as $0.00, which means the quote is below one cent. A delayed quote showed $0.0107 at the August 19 close, and the shares trade on the OTCQB. No company release dated today explains the heavy trading.

The most recent event is the Stock Purchase Agreement signed on October 6, 2026 and disclosed in a filing dated October 7. At the August 19 price and 71,630,992 shares outstanding as of August 13, the market value is about $0.77 million (calculated).

CERo is an early-stage immunotherapy company based in South San Francisco that develops engineered T cell therapies for cancer. Its main candidate, CER-1236, is in a Phase 1/1b trial in acute myeloid leukemia.

SRX Global Deal: What Do Shareholders of the Holding Company Receive and Keep?

Under the agreement, the holding company sells all stock of its wholly owned subsidiary, CERo Therapeutics, to SRX Global (NYSEAMERICAN:SRXH). Consideration is SRX common stock valued at $1.0 million, cancellation of a consolidated senior secured note with $8,249,643.77 of outstanding principal plus accrued interest and fees, and the buyer's assumption of about $1.562 million of specified liabilities.

A 30-day go-shop lets the company solicit alternative proposals, and a superior proposal can be negotiated for up to 45 more days. A $750,000 termination fee applies in specified cases, and SRX owes the same amount if it fails to fund once conditions are met.

Closing requires SRX to acquire the Series C, D and E preferred stock and consents or conversion from Series A holders. The filing says no stockholder vote is required, subject to those preferred stock conditions,.

Going Concern Doubt: How Thin Is the Balance Sheet Behind the Sale?

For the quarter ended June 30, 2026, the quarterly filing reported cash, restricted cash and equivalents of $937,512, down from $1,662,380 at year-end 2025. The six-month net loss was $6,914,744, with operating expenses of $8,692,194.

The working capital deficit was about $30.9 million, and the statements flag substantial doubt about the company's ability to continue as a going concern. Convertible notes were issued to Keystone between February and April 2026 and to SRX Global between May and August, with derivative liabilities of $7,663,855.

Shares outstanding rose to 71,630,992 on August 13 from 63,811,396 at June 30. Nasdaq trading was suspended on October 31, 2025, after which the stock moved to the OTC Pink market before reaching the OTCQB.

What to Watch Next: When Does the Go-Shop End and Can the Sale Close?

The go-shop runs 30 days from October 6, so it ends around November 5, 2026 (calculated). Closing is expected the first business day after it ends once conditions are met. Early CER-1236 results are preliminary: six patients had been treated, the latest three-patient cohort showed no dose-limiting toxicities, and a third cohort at one billion cells is screening. The filing flags failure to close, preferred stock consents and debt enforcement as risks.