Management Change/Compensation Form 8 K

Item 2.02 Results of Operations and Financial Condition.

On October 11, 2024, CERo Therapeutics Holdings, Inc. (the "Company") announced that its preliminary unaudited cash and cash equivalents as of September 30, 2024 were approximately $3.3 million.

The Company has not yet completed its quarter-end financial close process for the quarter ended September 30, 2024. This estimate of the Company's cash and cash equivalents as of September 30, 2024 is preliminary, has not been audited and is subject to change upon completion of the Company's financial statement closing procedures. Additional information and disclosure would be required for a more complete understanding of the Company's financial position and results of operations as of September 30, 2024. The Company's independent registered public accounting firm has not audited, reviewed or performed any procedures with respect to this preliminary result and, accordingly, does not express an opinion or any other form of assurance about it.

The information contained in this Current Report on Form 8-K under Item 2.02 is being furnished and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section and will not be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified as being incorporated therein by reference.