CID HoldCo, Inc. Form 8-K Filing

On April 24, 2026, CID HoldCo, Inc. completed the first closing under a Note Purchase Agreement with White Lion Capital, LLC, issuing a Senior Secured Convertible Promissory Note for $287,500. The note was issued at a 20% discount, yielding $230,000 in cash proceeds, with $20,000 withheld for legal fees. The proceeds are designated for scheduled payments on a prior note to J.J. Astor & Co. The new note carries an 8% annual interest rate, matures in six months, and is convertible into the Company's common stock at 80% of the volume-weighted average price under certain conditions, with an initial beneficial ownership limit of 4.99% that can be increased to 9.99%. The note is secured by all company assets, subordinate to a prior lien from J.J. Astor & Co. It includes standard default clauses, and upon default, the principal becomes immediately due, with an option for the holder to convert at $0.01 per share. The company may prepay the note under specified terms. The issuance of the note and any resulting shares are unregistered, relying on exemptions under the Securities Act.