Director — Avi Cohen: The filing reports the appointment of a new independent director to fill a vacancy following a business combination, which is a governance change rather than an executive departure.

Other Events. On October 28, 2026, the Company was notified by the Nasdaq Hearings Panel (the “Panel”) that the Panel had granted the Company’s request for continued listing on The Nasdaq Stock Market LLC (“Nasdaq”), subject to the Company submitting an application to transfer the listing of its securities to The Nasdaq Capital Market on or before November 2, 2026. In its notice, the Panel also granted the Company’s request for an exception to complete its compliance plan to demonstrate compl…

Unregistered Sales of Equity Securities. The information set forth in

The excerpt is a cross-reference to other items (1.02 and 3.02) regarding settlement agreements and does not explicitly describe a specific management change in this text.

Termination of a Material Definitive Agreement. As previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 11, 2026, on February 6, 2026, Edmund S. Nabrotzky, Chief Executive Officer of CID HoldCo, Inc. (the “Company”), Charles Maddox, Chief Financial Officer and Chief Operating Officer of the Company, and Vijayan Nambiar, Chief Technology Officer of the Company, initially loaned the Company an aggregate of $208,000 and ag…

Material Modification to Rights of Security Holders. The information set forth in Items 1.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference. As a result of the issuance of the Series C Preferred Stock, the rights of the holders of Common Stock are subject to the senior liquidation preference of the Series C Preferred Stock, the protective provisions and anti-dilution covenant described under Item 5.03, which limit the Company’s ability to take certain actions…

Entry into a Material Definitive Agreement. Securities Purchase Agreement As previously reported in the Current Report on Form 8-K filed by CID HoldCo, Inc., a Delaware corporation (the “Company”), with the Securities and Exchange Commission (the “SEC”) on September 29, 2026 (the “Signing 8-K”), on September 25, 2026, the Company entered into a Securities Purchase Agreement (the “Original Purchase Agreement”) with BladeRanger Ltd. (TASE: BLRN), a company organized under the laws of the State…

Regulation FD Disclosure. On October 12, 2026, the Company issued a press release announcing the completion of the Acquisition. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01 (including Exhibit 99.1) is being furnished pursuant to General Instruction B.2 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise…

Completion of Acquisition or Disposition of Assets. The information set forth in

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed in the Company’s Current Reports on Form 8-K filed with the SEC on August 12, 2026, August 18, 2026 and September 1, 2026, the Company received (a) a staff determination from Nasdaq on August 6, 2026 (the “Initial Staff Determination”) to delist the Common Stock from Nasdaq pursuant to Nasdaq Listing Rule 5450(b)(2)(A) for failure to satisfy the minimum Market Value of…

Unregistered Sales of Equity Securities. The information set forth in Items 1.01, 2.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference. At the Closing, the Company issued to BladeRanger 233,543 shares of Common Stock and 8,433,123 shares of Series C Preferred Stock as consideration for the shares of Envoy acquired by the Company, having an aggregate value of approximately $52.0 million based on the Reference Price. Upon receipt of Stockholder Approval, the shar…

Entry into a Material Definitive Agreement. Securities Purchase Agreement On September 25, 2026, CID HoldCo, Inc., a Delaware corporation (the “Company” ), entered into a Securities Purchase Agreement (the “Purchase Agreement” ) with BladeRanger Ltd. (TASE: BLRN) ( “BladeRanger” ) and Envoy Technologies, Inc., a Delaware corporation ( “Envoy” ), pursuant to which the Company will acquire 100% of Envoy’s outstanding capital stock (the “Acquisition” ). The Purchase Agreement supersedes the Bind…

Unregistered Sales of Equity Securities. The information set forth in

Entry into a Material Definitive Agreement. Convertible Promissory Note On September 10, 2026, CID HoldCo, Inc., a Delaware corporation (the “Company” ), issued an unsecured convertible promissory note (the “H Capital Note” ) to H Capital Ventures Management Consultancies Co. LLC., a UAE entity (Licence No. 1162929) (the “Holder” ). The H Capital Note was issued in connection with the transactions contemplated by the Binding Summary of Principal Terms, dated as of September 14, 2026, between…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 27, 2026, CID HoldCo, Inc., a Delaware corporation (the "Company"), received a written notification (the “Additional Staff Determination”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) identifying an additional basis for the potential delisting of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), from Nasdaq. As set f…

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement. As previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 2, 2026, CID HoldCo, Inc. (the “Company”) entered into that certain Loan Agreement dated December 4, 2025, including all associated Transaction Documents (the “Loan Agreement”), with J.J. Astor & Co. The obligations under the Loan Agreemen…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 12, 2026, CID HoldCo, Inc., a Delaware corporation (the “Company”), received a written notification (the “Additional Staff Determination”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) identifying an additional basis for the potential delisting of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), from Nasdaq. As set f…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On August 6, 2026, CID HoldCo, Inc., a Delaware corporation (the “Company”), received a written notification from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) informing the Company that Nasdaq’s staff had determined to delist the Company’s common stock, par value $0.0001 per share (the “Common Stock”), from Nasdaq pursuant to Nasdaq Listing Rule 5450(b)(2)(A)…

Termination of a Material Definitive Agreement. On July 22, 2026, CID HoldCo, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors (collectively, the “Investors”), pursuant to which the Company agreed to issue and sell, and the Investors agreed to purchase, shares of the Company’s Series AA Convertible Non-Redeemable Preferred Stock and Series B Convertible Preferred Stock, as more fully described in the C…

Regulation FD Disclosure. On July 22, 2026, the Company issued a press release announcing the execution of the definitive agreements in respect of the Purchase Agreement and the transactions contemplated thereby. A copy of the press release is attached to this report as Exhibit 99.1. The information in this Item 7.01 (including Exhibit 99.1) is being furnished pursuant to General Instruction B.2 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exc…

Material Modifications to Rights of Security Holders. The disclosure required by this Item and included in

of this Form 8-K), the holders of Series B Preferred Stock are immediately entitled to designate such number of directors as shall constitute a majority of the then-current members of the Board of Directors, and in any event no less than three (3) individuals (collectively, the “Trigger Event Designees”). The holders must designate a sufficient number of Trigger Event Designees to satisfy applicable independence and committee requirements under the listing rules of the Trading Market and fede…

President — Ryan Daiss: Appointment of Ryan Daiss as President following the Series AA Closing.

Unregistered Sales of Equity Securities. The disclosure required by this Item and included in Item 1.01,

Other Events. As previously disclosed, on February 5, 2026, the Company, received deficiency notices from the Nasdaq Listing Qualifications staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that it was not in compliance with the requirement to maintain a minimum bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”), because the closing bid price of the Company’s common stock (the “Common Stock”) was below $1.00 per share for 30…