The restatement confirms a systemic EPS calculation error tied to a known material weakness. While the dollar impact on Q3 EPS is small ($0.08), the Successor period overstatement of $4.26+ is material and undermines credibility. Monitor for further control remediation updates and potential SEC scrutiny.
Price Chart
Executive Summary
CEA Industries (BNC) filed an amended 10-Q/A correcting an error in the weighted-average share count used for EPS calculation. The error understated basic/diluted EPS by $0.08 for Q3 FY2026 and overstated basic EPS by $4.26 and diluted EPS by $4.21 for the Successor period (June 7, 2025 through January 31, 2026). The restatement follows a prior 8-K (Item 4.02) filed 6 days ago that warned of the non-reliance on prior financials, confirming internal control weaknesses persist.
Key Facts
- EPS for the three months ended January 31, 2026 was understated by $0.08 per share (basic and diluted).
- EPS for the Successor period (June 7, 2025 through January 31, 2026) was overstated by $4.26 basic and $4.21 diluted.
- Weighted-average shares were understated by 2,376,236 (Q3) and 21,806,662 (Successor period).
- The error had no impact on net income, revenue, assets, liabilities, or cash flows.
- Management previously disclosed a material weakness in internal controls; this error relates to that weakness.
- The 8-K (Item 4.02) filed June 17, 2026 warned of non-reliance on prior financials; this amendment quantifies the impact.
Financial Impact
EPS restated: Q3 FY2026 basic/diluted EPS corrected from ($2.00) to ($1.92); Successor period basic EPS corrected from $8.29 to $4.03, diluted from $8.23 to $4.02.
Risk Factors
- Continued internal control weaknesses could lead to further restatements or SEC enforcement.
- Litigation risk from shareholders relying on overstated EPS for investment decisions.
- Potential Nasdaq listing compliance issues if control deficiencies persist.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 8 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 10-Q/A Filing (Primary) | 0001493152-26-029789 |
| Exhibit: ex31-1.htm | 0001493152-26-029789 |
| Exhibit: ex31-2.htm | 0001493152-26-029789 |
| Exhibit: ex32-2.htm | 0001493152-26-029789 |
| Exhibit: ex32-1.htm | 0001493152-26-029789 |
| Document: 0001493152-26-029789-index-headers.html | 0001493152-26-029789 |
| Document: 0001493152-26-029789-index.html | 0001493152-26-029789 |
| Document: 0001493152-26-029789.txt | 0001493152-26-029789 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 22, 2026 4d ago | 3 | $5.19 | awaiting T+20 | — | $5.53 (+6.45%) |
Oct 19, 2026 8d ago | 8-K | $4.67 | awaiting T+20 | — | $5.53 (+18.31%) |
Oct 7, 2026 19d ago | 3/A | $5.10 | awaiting T+20 | — | $5.53 (−8.33%) |
Sep 11, 2026 6w ago | 8-K | $5.27 $5.20 | ▲ +1.33% | ▲ +3.59% | $5.53 (−4.84%) |
Aug 10, 2026 11w ago | 8-K | $2.43 $4.43 | ▲ +82.30% | ▲ +83.36% | $5.53 (+127.37%) |
Jul 10, 2026 15w ago | 3 | $2.81 $2.41 | ▼ −14.23% | ▼ −17.42% | $5.53 (+96.62%) |
Jun 23, 2026 17w ago | 8-K | $2.69 $2.95 | ▼ −9.67% | ▼ −7.73% | $5.53 (−105.39%) |
Jun 23, 2026 17w ago | 10-Q/A | $2.69 $2.95 | ▼ −9.67% | ▼ −7.73% | $5.53 (−105.39%) |
Jun 23, 2026 17w ago | 10-Q/A | $2.69 $2.95 | ▼ −9.67% | ▼ −7.73% | $5.53 (−105.39%) |
Jun 17, 2026 18w ago | 8-K | $2.25 $2.95 | ▼ −31.11% | ▼ −30.58% | $5.53 (−145.56%) |
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