v3.25.2
Related-Party Transactions (Tables)
3 Months Ended 12 Months Ended
Mar. 31, 2025
Dec. 31, 2024
Related-Party Transactions [Abstract]    
Schedule of Related Party Transaction

The following table summarizes the shares of our Series A Preferred Stock issued to our related parties:

 

Purchasers  Shares of
Series A Preferred
Stock
   Total
Purchase
Price
 
Daniel Corey(1)   150   $150,000 
Atwood-Edminster Trust dtd 4-2-2000 (2)   1,002   $1,002,000 
Chris Ehrlich(3)   275   $275,000 
(1) Daniel Corey served as the Chief Technology Officer and a member of the board of directors of the Company from February 2024 to September 2024, and previously served as Chief Executive Officer, Chief Scientific Officer, and a member of the board of directors of Legacy CERo until the closing of the Business Combination in February 2024.

 

(2)Brian G. Atwood served as Chairman and Chief Executive Officer of the Company from February 2024 to September 2024, and previously served as Chairman of PBAX until the closing of the Business Combination in February 2024. Mr. Atwood is currently a member of the board of directors of the Company and serves as a trustee of Atwood-Edminster Trust dtd 4-2-2000. GVN, LLC, is a limited liability company of which the sole member is the Atwood-Edminster Trust dtd 4-2-2000, and of which Brian G. Atwood and Lynne H. Edminster are the managers.

 

(3) Chris Ehrlich has served as the Chairman and Chief Executive Officer of the Company since December 2024, and previously served as (i) interim Chairman and Chief Executive Officer of the Company from October 2024 to November 2024, (ii) Vice Chairman of the board of directors of the Company from February 2024 to September 2024, and (iii) the Chief Executive Officer of PBAX until the closing of the Business Combination in February 2024.

The following table summarizes the shares of our Series A Preferred Stock issued to our related parties:

 

Purchasers 

Shares of
Series A

Preferred
Stock

   Total
Purchase
Price
 
Daniel Corey(1)   150   $150,000 
Atwood-Edminster Trust dtd 4-2-2000 (2)   1,002   $1,002,000 
Chris Ehrlich(3)   275   $275,000 

 

(1) Daniel Corey served as the Chief Technology Officer and a member of the board of directors of the Company from February 2024 to September 2024, and previously served as Chief Executive Officer, Chief Scientific Officer, and a member of the board of directors of Legacy CERo until the closing of the Business Combination in February 2024.

 

(2) Brian G. Atwood served as Chairman and Chief Executive Officer of the Company from February 2024 to September 2024, and previously served as Chairman of PBAX until the closing of the Business Combination in February 2024. Mr. Atwood is currently a member of the board of directors of the Company and serves as a trustee of Atwood-Edminster Trust dtd 4-2-2000.

 

(3) Chris Ehrlich has served as the Chairman and Chief Executive Officer of the Company since December 2024, and previously served as (i) interim Chairman and Chief Executive Officer of the Company from October 2024 to November 2024, (ii) Vice Chairman of the board of directors of the Company from February 2024 to September 2024, and (iii) the Chief Executive Officer of PBAX until the closing of the Business Combination in February 2024.
Schedule of Pre-Funded Warrants

The following table summarizes the pre-funded warrants and February 2025 Common Warrants sold to our related party:

 

Purchasers   Pre-Funded Warrants Purchased     Total
Purchase
Price
    February 2025 Common Warrants Issued  
Atwood-Edminster Trust dtd 4-2-2000 and GVN, LLC (2)     25,510     $ 999,992       25,510  

 

(1) Daniel Corey served as the Chief Technology Officer and a member of the board of directors of the Company from February 2024 to September 2024, and previously served as Chief Executive Officer, Chief Scientific Officer, and a member of the board of directors of Legacy CERo until the closing of the Business Combination in February 2024.

 

(2)Brian G. Atwood served as Chairman and Chief Executive Officer of the Company from February 2024 to September 2024, and previously served as Chairman of PBAX until the closing of the Business Combination in February 2024. Mr. Atwood is currently a member of the board of directors of the Company and serves as a trustee of Atwood-Edminster Trust dtd 4-2-2000. GVN, LLC, is a limited liability company of which the sole member is the Atwood-Edminster Trust dtd 4-2-2000, and of which Brian G. Atwood and Lynne H. Edminster are the managers.

 

(3) Chris Ehrlich has served as the Chairman and Chief Executive Officer of the Company since December 2024, and previously served as (i) interim Chairman and Chief Executive Officer of the Company from October 2024 to November 2024, (ii) Vice Chairman of the board of directors of the Company from February 2024 to September 2024, and (iii) the Chief Executive Officer of PBAX until the closing of the Business Combination in February 2024.