CERO THERAPEUTICS HOLDINGS, INC. (CERO) - Dilution Analysis

Visualizing historical and potential share dilution over time

Dilution Analysis

High Risk
Significant dilution risk
Last updated: May 15, 2026

Risk Assessment Details

Potential Dilution: 1640.74% of current shares
Recent Dilution: 2550.38% (2 years)
Historical Dilution Factor: significant recent dilution
Outstanding Shares
45M
Potential Supply
740M
Additional shares possible
Splits
2 Splits 2 Reverse
Past 2 years

Summary

CERO currently has 45.1M outstanding shares. with significant dilution risk as 740M authorized shares could dilute existing holders by 1640.7%. The company has significantly diluted shareholders by 2550.38% over the past 2 years, indicating aggressive capital raising. Recent corporate actions include 2 stock splits (positive for accessibility) and 2 reverse splits (concerning signal).

Share Structure Timeline

Outstanding Shares
Total Supply

Historical Data Points

Date Event Outstanding Supply
May 15, 2026

10-Q filing | 45.1M shares outstanding

45M 740M
Apr 15, 2026

10-K filing | 36.8M shares outstanding

37M 740M
Dec 05, 2025

S-1 filing: This S-1 filing by CERo Therapeutics Holdings, Inc. details the offering of common stock through a new Keystone Purchase Agreement, along with updates on recent developments including reverse stock splits, warrant issuances, PIPE financings, and Nasdaq compliance issues.

21M 740M
Nov 19, 2025

10-Q filing | 21.1M shares outstanding

21M 11M
Oct 16, 2025

8-K filing: CERo Therapeutics Holdings, Inc. completed an initial closing of a securities purchase agreement, issuing 3,816 shares of Series E Preferred Stock for gross proceeds of approximately $2.25 million. ($2.25M proceeds)

1.2M 11M
Oct 14, 2025

8-K filing: CERo Therapeutics Holdings, Inc. entered into a Securities Purchase Agreement to issue up to 9,750 shares of Series E convertible preferred stock for an aggregate purchase price of up to $7 million in one or more closings. ($7.0M proceeds)

1.2M 11M
Aug 22, 2025

10-Q filing | 1.2M shares outstanding

1.2M 11M
Aug 11, 2025

S-3 filing: This S-3 filing relates to the resale from time to time by the selling stockholders of up to 9,615,385 shares of CERO Therapeutics Holdings, Inc.'s Common Stock issuable upon the conversion of the outstanding shares of Series D Preferred Stock.

1.2M 11M
Jul 18, 2025

8-K filing: CERo Therapeutics Holdings, Inc. completed an additional closing on July 18, 2025, for 497 shares of Series D Preferred Stock, generating gross proceeds of approximately $397,600. ($0.4M proceeds)

410K 960K
Jul 14, 2025

8-K filing: CERo Therapeutics Holdings, Inc. entered into a purchase agreement with an investor to issue and sell up to $17,490,897 of the Company's outstanding shares of Common Stock, minus any additional proceeds received from the sale of shares of Common Stock pursuant to the November Purchase Agreement after June 30, 2025, subject to certain conditions. ($7.5M proceeds)

410K 960K
Jun 30, 2025

8-K filing: CERo Therapeutics Holdings, Inc. completed an additional closing on June 25, 2025, selling 2,315 shares of Series D Preferred Stock for gross proceeds of approximately $1,852,000. ($1.85M proceeds)

410K 960K
Jun 13, 2025
Stock Split

8-K filing: Stock split 1-for-20 | Outstanding: 8,242,072 → 412,103

410K 960K
Jun 06, 2025

8-K filing: CERo Therapeutics Holdings, Inc. completed an additional closing on June 5, 2025, issuing 938 shares of Series D Preferred Stock for gross proceeds of approximately $750,400 pursuant to a securities purchase agreement. ($0.75M proceeds)

8.2M 19M
May 27, 2025

POS AM filing: This POS AM filing relates to an equity line offering by CERo Therapeutics Holdings, Inc. for up to 2,100,000 shares of common stock through a purchase agreement with Keystone, intended for working capital and general corporate purposes.

8.2M 19M
May 15, 2025

10-Q filing | 7.7M shares outstanding

7.7M 21M
Apr 22, 2025

8-K filing: CERo Therapeutics Holdings, Inc. entered into a Securities Purchase Agreement and sold 6,250 shares of Series D Preferred Stock for $5 million in a private placement. ($5.0M proceeds)

5.4M 21M
Apr 15, 2025

10-K filing | 5.4M shares outstanding

5.4M 21M
Feb 06, 2025

8-K filing: CERo Therapeutics Holdings, Inc. announced the pricing of a public offering for 2,551,020 shares of common stock or common stock equivalents and common warrants to purchase up to 2,551,020 shares of common stock at a combined price of $1.96 per share and Warrant, expecting to receive gross proceeds of approximately $5 million. ($5.0M proceeds)

2.7M 21M
Feb 05, 2025

S-1/A filing: This is an S-1/A filing for an offering of common stock, common warrants, and pre-funded warrants by CERO Therapeutics Holdings, Inc.

2.7M 21M
Jan 21, 2025

S-1/A filing: CERo Therapeutics Holdings, Inc. is offering up to 4,000,000 shares of common stock, together with 4,000,000 common warrants to purchase up to 4,000,000 shares of common stock and an aggregate of 4,000,000 shares of common stock issuable upon exercise of the offered common warrants, and pre-funded warrants to purchase up to 4,000,000 shares of Common Stock.

2.7M 21M
Jan 10, 2025

8-K filing: A holder of warrants exercised warrants to purchase shares of Series A Preferred Stock, which were then converted into 16,385,275 shares of common stock, and the company issued warrants to purchase 16,385,275 shares of common stock. ($0.5M proceeds)

1.5M 9.4M
Jan 08, 2025
Stock Split

8-K filing: Stock split 1-for-100 | Outstanding: 150,312,572 → 1,503,125

1.5M 94K
Dec 31, 2024

8-K filing: The company issued warrants, shares of common stock through an equity line, and shares of common stock via conversion of preferred stock. Additionally, preferred warrants were exercised for shares of Series A Preferred Stock. ($1.47M proceeds)

150M 940M
Nov 27, 2024

S-1 filing: CERo Therapeutics Holdings, Inc. is filing an S-1 to register the resale of common stock by a selling securityholder, specifically relating to the Keystone Purchase Agreement.

150M 940M
Nov 25, 2024

S-1/A filing: This S-1/A filing registers the resale of up to 638,563,750 shares of common stock by selling securityholders, including shares issuable upon conversion of preferred stock and exercise of warrants.

150M 730M
Nov 12, 2024

8-K filing: CERo Therapeutics Holdings, Inc. entered into a purchase agreement with an institutional investor on November 8, 2024, to issue and sell up to $20,589,384.23 of the Company's outstanding shares of Common Stock. ($4.41M proceeds)

150M 800M
Oct 22, 2024

S-1/A filing: This is an S-1/A filing for Cero Therapeutics Holdings, Inc., amending a previous registration statement for a proposed sale of securities.

150M 800M
Oct 21, 2024

S-1 filing: This prospectus relates to the resale of up to 713,563,749 shares of our Common Stock by the Selling Securityholders.

150M 800M
Oct 02, 2024

8-K filing: CERo Therapeutics Holdings, Inc. completed a private placement on September 26, 2024, issuing 2,853 shares of Series C convertible preferred stock and warrants to purchase 8,175,166 shares of common stock for $1.25 million. ($2.5M proceeds)

51M 89M
Sep 25, 2024

8-K filing: CERo Therapeutics Holdings, Inc. entered into a Securities Purchase Agreement with accredited investors to issue and sell Series C convertible preferred stock and warrants for aggregate cash proceeds of approximately $1.2 million. ($2.4M proceeds)

51M 89M
Aug 14, 2024

10-Q filing | 50.7M shares outstanding

51M 89M
Jun 27, 2024

S-1/A filing: This S-1/A filing relates to the resale of common stock and shares issuable upon exercise of warrants by selling securityholders, as well as the issuance of common stock upon exercise of public warrants.

21M 89M
Jun 05, 2024

S-1/A filing: This S-1/A filing relates to the resale of common stock and common stock issuable upon exercise of warrants by selling securityholders, as well as the issuance of common stock by the company upon the exercise of public warrants.

15M 89M
May 17, 2024

10-Q filing | 14.1M shares outstanding

14M 89M
May 06, 2024

S-1 filing: This is an S-1 filing for the resale of common stock and shares issuable upon exercise of warrants by selling securityholders, as well as the issuance of common stock upon exercise of public warrants.

15M 89M
Apr 26, 2024

S-1/A filing: This prospectus relates to the potential offer and sale from time to time by Keystone Capital Partners, LLC of up to 25,619,050 shares of common stock and by Arena Business Solutions Global SPC II, Ltd on behalf of and for the account of Segregated Portfolio #13 - SPC #13 of up to 1,000,000 shares of Common Stock.

15M 44M
Apr 10, 2024

S-1 filing: This prospectus relates to the potential offer and sale from time to time by Keystone Capital Partners, LLC and Arena Business Solutions Global SPC II, Ltd of up to 26,619,050 shares of common stock.

15M 44M
Apr 02, 2024

10-K filing | 14.7M shares outstanding

15M 18M
Feb 28, 2024

8-K filing: CERo Therapeutics Holdings, Inc. entered into a purchase agreement with Arena Business Solutions Global SPC II, Ltd for the purchase of up to $25 million of the Company's shares of common stock.

6.2M 18M
Feb 15, 2024

8-K filing: Entry into a common stock purchase agreement with Keystone Capital Partners, LLC, issuance of common stock to CERo stockholders, Sponsor share forfeiture, and other related agreements.

6.2M 18M
Feb 14, 2024

8-K filing: Phoenix Biotech Acquisition Corp. amended its business combination agreement with CERo Therapeutics to create two additional pools of earnout shares of common stock, one with 875,000 shares fully vested at closing and another with 1,000,000 shares fully vested upon achievement of certain regulatory milestones.

6.2M 18M
Feb 12, 2024

8-K filing: Holders of 671,285 shares of Class A common stock exercised redemption rights and will be paid an aggregate of $7,456,463.30, or $11.11 per redeemed share. ($7.46M proceeds)

6.2M 18M
Feb 06, 2024

8-K filing: Phoenix Biotech Acquisition Corp. entered into Amendment No. 1 to the Business Combination Agreement, modifying stock-price based milestones and increasing Class A common stock issuable to CERo stockholders. The company also entered into a Securities Purchase Agreement for a PIPE Financing, issuing Series A convertible preferred stock and warrants for aggregate cash proceeds of $2.0 million upon closing of the Business Combination. ($2.0M proceeds)

6.2M 18M
Jan 05, 2024

8-K filing: Phoenix Biotech Acquisition Corp. amended its charter to allow for extending the business combination deadline and holders of 11,625 Class A shares exercised redemption rights, resulting in 6,234,582 Class A Shares outstanding. ($0.13M proceeds)

6.2M 18M
Nov 09, 2023

10-Q filing | 6.3M shares outstanding

6.3M 18M
Aug 14, 2023

10-Q filing | 6.2M shares outstanding

6.2M 18M
Jul 03, 2023

8-K filing: Phoenix Biotech Sponsor LLC converted 4,596,250 shares of Class A common stock into an equal number of shares of Class B common stock on July 3, 2023.

2.2M 18M
May 12, 2023

10-Q filing | 2.2M shares outstanding

2.2M 18M
Mar 24, 2023

10-K filing | 2.2M shares outstanding

2.2M 18M
Nov 10, 2022

10-Q filing | 18.4M shares outstanding

18M 18M
Aug 11, 2022

10-Q filing | 18.4M shares outstanding

18M 18M
May 13, 2022

10-Q filing | 18.4M shares outstanding

18M 18M
Mar 24, 2022

10-K filing | 18.4M shares outstanding

18M 18M
Nov 19, 2021

10-Q filing | 18.4M shares outstanding

18M 18M
Sep 28, 2021

S-1/A filing: This is an S-1/A filing for Phoenix Biotech Acquisition Corp. registering units, shares of Class A common stock, and warrants.

N/A 18M
Weekly Research

Get Weekly Super Stonk Alerts

Never miss a squeeze opportunity. Get our weekly analysis of high short interest stocks, AI-discovered gems, and dilution warnings delivered to your inbox.

No spam Unsubscribe anytime