SRX Global draws $2.86 million in Series C preferred, settlement funded by CERO Therapeutics note assignment

Structured preferred instruments remain a common bridge for small-cap issuers when cash is the scarce input, and settlement mechanics of a deal often reveal as much as the headline figure. SRX Global Inc. (NYSE American: SRXH), headquartered in North Palm Beach, Florida, disclosed on August 27, 2026 that it entered a Securities Purchase Agreement with accredited investors, selling 3,579 shares of newly designated Series C convertible preferred stock for $2,862,500. Settlement came through investors assigning to SRX Global convertible grid promissory notes originally issued by CERO Therapeutics Holdings, Inc., with an aggregate original principal of $2,812,500.

Conversion mechanics and capital stack

Each Series C share carries a stated value of $1,000. The fixed conversion price into SRXH common stock is set at $2.1888 per share, though the Certificate of Designations provides two alternate paths that can take precedence once stockholder approval is obtained. Holders may convert at the lower of the fixed price or 95% of the lowest volume weighted average price of the common stock across the five consecutive trading days immediately before conversion. In a triggering event scenario, covering failures to list, missed registration deadlines, or company insolvency, that floor drops to 90% of the same five-day VWAP measure.

The company designated 4,000 shares of Series C in total, placing 3,579 in this transaction. On the capital stack, Series C ranks senior to SRXH common stock and on equal footing with the existing Series A and Series B convertible preferred. Dividends track the common on an as-if-converted basis, payable only when common dividends are actually paid.

The non-cash settlement draws CERO Therapeutics Holdings into the picture as the original obligor on the notes now held by SRX Global, a cross-entity link that adds a read-through dimension for investors tracking either name. What those notes are worth relative to their $2,812,500 original principal the filing does not say.

On balance, the contingent conversion mechanics, particularly the variable-price alternate paths, carry dilution implications for SRXH common shareholders that will depend on where the stock trades ahead of any conversion election. SRX Global is required to seek NYSE American-compliant stockholder approval of all shares issuable on conversion before the alternate conversion rights become available. That approval vote is the near-term gating item.