Filing overview
BNB Standard Corporation (formerly CEA Industries Inc.) filed this Form 8-K concerning corporate name and governance changes. The report covers events beginning September 29, 2026; the amended bylaws were adopted October 2, 2026, the filing’s signature date. This is not a periodic financial report.
Financial information
The filing provides no revenue, profit, cash flow, margin, debt, liquidity, or other operating or financial results. It contains no comparable-period financial data.
Material changes
- The company’s name changed to BNB Standard Corporation effective September 29, 2026. The Nevada amendment changed only the name; the company said the change does not affect security-holder rights.
- Common stock continues to trade on Nasdaq under BNC; warrants continue under BNCWW and BNCWZ. CUSIP numbers are unchanged, and holders do not need to exchange certificates or take other action.
- On October 2, the Board adopted amended and restated bylaws, without stockholder approval. Among other changes, most matters now pass by a majority of votes cast, with abstentions and broker non-votes excluded; the quorum threshold fell from a majority to one-third of voting power.
- The bylaws add authorization for remote stockholder meetings and electronic meeting notices and proxies, and require advance appointment of election inspectors.
- Stockholder action by written consent generally requires at least a majority of voting power, or a greater proportion if required for the action at a meeting.
- The bylaws require advancement of defense expenses to directors and officers within 30 days of a qualifying request and repayment undertaking. They also require D&O insurance on Board-determined reasonable terms and specified change-in-control tail coverage for at least six years, to the extent commercially reasonably available.
Outlook, risks and unusual items
No financial guidance, operating outlook, or financial contingencies are disclosed. Governance changes may affect stockholder voting, meeting participation, and director and officer protections. The filing also includes an updated description of the company’s registered securities, which supersedes an earlier description filed September 4, 2026.
Investor facts to verify
- Confirm the effective name change and continued trading symbols and CUSIPs with the company or broker.
- Review Exhibits 3.1–3.3 for the full amendment, restated articles, and bylaws, particularly voting, quorum, written-consent, advancement, and insurance provisions.
- Review Exhibit 4.1 for the updated description of registered securities and Exhibit 99.1 for the name-change announcement.