UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
(Amendment No. 2)
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INTRODUCTORY NOTE
This Form 8-K/A is being filed in order to include the (i) consolidated financial statements of CERo Therapeutics, Inc., a Delaware corporation (“CERo”), for the years ended December 31, 2023 and 2022, (ii) unaudited pro forma condensed combined financial information of the Company for year ended December 31, 2023 and (iii) management’s discussion and analysis of financial condition and results of operations of CERo for the years ended December 31, 2023 and 2022.
This Form 8-K/A does not amend any other item of the Original Report or purport to provide an update or a discussion of any developments at the Company or its subsidiaries, subsequent to the filing date of the Original Report. The information previously reported in or filed with the Original Report is hereby incorporated by reference to this Form 8-K/A.
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Item 8.01. Financial Statements and Exhibits
Reference is made to the disclosure under the heading “Introductory Note” of this Report, which disclosure is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(a) Financial statements of businesses acquired.
The consolidated financial statements of CERo for the years ended December 31, 2023 and 2022 are attached as Exhibit 99.1 and are incorporated herein by reference.
The management’s discussion and analysis of financial condition and results of operations of CERo for the years ended December 31, 2023 and 2022 is attached hereto as Exhibit 99.3 and incorporated herein by reference.
(b) Pro forma financial information.
The unaudited pro forma condensed combined financial information of the Company for the year ended December 31, 2023 is attached hereto as Exhibit 99.2 and incorporated herein by reference.
(d) Exhibits.
Exhibit No. | Description | |
99.1 | Consolidated financial statements of CERo for the years ended December 31, 2023 and 2022. | |
99.2 | Unaudited pro forma condensed combined financial information of the Company for the year ended December 31, 2023. | |
99.3 | Management’s discussion and analysis of financial condition and results of operations of CERo for the years ended December 31, 2023 and 2022. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
CERO THERAPEUTICS HOLDINGS, INC. | ||
By: | /s/ Brian G. Atwood | |
Name: | Brian G. Atwood | |
Title: | Chief Executive Officer |
Dated: April 2, 2024
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