0001213900-24-015029.txt : 20240216 0001213900-24-015029.hdr.sgml : 20240216 20240216193911 ACCESSION NUMBER: 0001213900-24-015029 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240214 FILED AS OF DATE: 20240216 DATE AS OF CHANGE: 20240216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fisher Douglas Carl CENTRAL INDEX KEY: 0001572355 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40877 FILM NUMBER: 24650189 MAIL ADDRESS: STREET 1: 587 PATROL RD CITY: WOODSIDE STATE: CA ZIP: 94062 FORMER NAME: FORMER CONFORMED NAME: Fisher Douglas DATE OF NAME CHANGE: 20130315 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CERO THERAPEUTICS HOLDINGS, INC. CENTRAL INDEX KEY: 0001870404 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 871088814 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 HASKINS WAY STREET 2: SUITE 230 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-407-2376 MAIL ADDRESS: STREET 1: 201 HASKINS WAY STREET 2: SUITE 230 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: PHOENIX BIOTECH ACQUISITION CORP. DATE OF NAME CHANGE: 20210630 4 1 ownership.xml X0508 4 2024-02-14 1 0001870404 CERO THERAPEUTICS HOLDINGS, INC. CERO 0001572355 Fisher Douglas Carl 2201 BROADWAY, SUITE 705 OAKLAND CA 94612 0 1 0 0 President 0 Class A Common Stock 2024-02-14 4 J 0 43300 A 43300 D Series A Convertible Preferred Stock 10.00 2024-02-14 4 A 0 50 1000 A Common Stock 5000 50 D Warrants 11.50 2024-02-14 4 J 0 5000 0 A 2024-03-15 2029-02-14 Common Stock 5000 5000 D Represents shares of Class A Common Stock or warrants, as applicable, distributed in-kind by Phoenix Biotech Sponsor, LLC (the "Sponsor") to its members, pro rata and without consideration. On February 14, 2024, the reporting person acquired shares of Series A Convertible Preferred Stock (the "Series A Preferred Stock") in a private placement by the Issuer pursuant to the terms of a Securities Purchase Agreement dated as of February 5, 2024, as amended. Each share of Series A Preferred Stock has a stated value of $1,000 and, at the option of the holder, is convertible into a number of shares of Common Stock determined by dividing (x) the value of the shares of Series A Preferred Stock, plus any additional amounts thereon as of such date of determination, by (y) the conversion price, which is currently $10.00, subject to adjustments. The Series A Preferred Stock has no expiration date. /s/ Chris Ehrlich, Attorney-in-Fact 2024-02-16