{"filing":{"accession_number":"0001482541-26-000040","cik":"0001482541","ticker":"BNCWW","company_name":"CEA Industries Inc.","form":"8-K","filing_date":"2026-07-24","report_date":"2026-07-20","primary_document":"bnc-20260720.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1482541/000148254126000040/bnc-20260720.htm"},"events":[{"id":20416,"run_id":18378,"accession_number":"0001482541-26-000040","anchor_item_number":"1.01","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.75,"summary":"On July 20, 2026, the Company entered into a consulting agreement with W4 LLC to formalize the engagement of Alex Odagiu as Interim President, a role to which he was appointed by the Board on June 23, 2026. Mr. Odagiu will serve 32 hours per week at $25,000 monthly compensation, reporting directly to the Board pending appointment of a permanent CEO.","company_name":"CEA Industries Inc.","ticker":"BNCWW","filing_date":"2026-07-24","form":"8-K","submitted_at":null,"items":[{"id":19772,"accession_number":"0001482541-26-000040","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a consulting agreement entered into on July 20, 2026, to formalize the engagement of Alex Odagiu as Interim President of the Company, a role to which he was appointed by the Board on June 23, 2026. Although the agreement is technically with W4 LLC (the Consultant), the substance is the appointment and retention of Mr. Odagiu in an executive leadership position reporting directly to the Board, with defined duties (32 hours per week) and compensation ($25,000 monthly). This is material to investors as it addresses interim leadership of the company pending appointment of a permanent CEO.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-24T20:06:51.150480+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":20417,"run_id":18378,"accession_number":"0001482541-26-000040","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"On July 22, 2026, the Board appointed William B. Miller, the Company's Chief Financial Officer, to serve as Interim Principal Executive Officer, following David Namdar's departure as CEO. This appointment addresses interim leadership of the registrant's principal executive function.","company_name":"CEA Industries Inc.","ticker":"BNCWW","filing_date":"2026-07-24","form":"8-K","submitted_at":null,"items":[{"id":19773,"accession_number":"0001482541-26-000040","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"William B. Miller, the Company's Chief Financial Officer, was appointed by the Board on July 22, 2026, to serve as Interim Principal Executive Officer. Although the disclosure also references David Namdar's departure as CEO (which occurred upon the appointment trigger), the principal action disclosed here is Miller's appointment to the interim CEO role. The appointment of an interim principal executive officer is a material governance event affecting the registrant's leadership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-24T20:06:51.150480+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":20418,"run_id":18378,"accession_number":"0001482541-26-000040","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"summary":"On July 22, 2026, the Company held a Special Meeting of Stockholders at which shareholders voted on six proposals: election of six directors, ratification of Sadler, Gibb \u0026 Associates as auditors, advisory approval of named executive officer compensation, approval of the 2025 and 2026 equity incentive plans, and adjournment authority. Vote counts for each proposal are disclosed.","company_name":"CEA Industries Inc.","ticker":"BNCWW","filing_date":"2026-07-24","form":"8-K","submitted_at":null,"items":[{"id":19774,"accession_number":"0001482541-26-000040","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This Item 5.07 disclosure reports the results of the July 22, 2026 Special Meeting of Stockholders, including voting outcomes on six proposals: election of six directors, ratification of auditors (Sadler, Gibb \u0026 Associates), advisory approval of named executive officer compensation, approval of two equity incentive plans (2025 and 2026), and adjournment authority. The tabulated vote counts for each proposal are the core content of a shareholder vote results disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-24T20:06:51.150480+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":19772,"accession_number":"0001482541-26-000040","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.75,"reasoning":"The filing discloses a consulting agreement entered into on July 20, 2026, to formalize the engagement of Alex Odagiu as Interim President of the Company, a role to which he was appointed by the Board on June 23, 2026. Although the agreement is technically with W4 LLC (the Consultant), the substance is the appointment and retention of Mr. Odagiu in an executive leadership position reporting directly to the Board, with defined duties (32 hours per week) and compensation ($25,000 monthly). This is material to investors as it addresses interim leadership of the company pending appointment of a permanent CEO.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-24T20:06:51.150480+00:00","company_name":"CEA Industries Inc.","ticker":"BNCWW","filing_date":"2026-07-24"},{"id":19773,"accession_number":"0001482541-26-000040","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"William B. Miller, the Company's Chief Financial Officer, was appointed by the Board on July 22, 2026, to serve as Interim Principal Executive Officer. Although the disclosure also references David Namdar's departure as CEO (which occurred upon the appointment trigger), the principal action disclosed here is Miller's appointment to the interim CEO role. The appointment of an interim principal executive officer is a material governance event affecting the registrant's leadership structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-24T20:06:51.150480+00:00","company_name":"CEA Industries Inc.","ticker":"BNCWW","filing_date":"2026-07-24"},{"id":19774,"accession_number":"0001482541-26-000040","item_number":"5.07","item_title":"Submission of Matters to a Vote of Security Holders.","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This Item 5.07 disclosure reports the results of the July 22, 2026 Special Meeting of Stockholders, including voting outcomes on six proposals: election of six directors, ratification of auditors (Sadler, Gibb \u0026 Associates), advisory approval of named executive officer compensation, approval of two equity incentive plans (2025 and 2026), and adjournment authority. The tabulated vote counts for each proposal are the core content of a shareholder vote results disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-24T20:06:51.150480+00:00","company_name":"CEA Industries Inc.","ticker":"BNCWW","filing_date":"2026-07-24"}]}