CEA Industries Inc. 8-K

What Happened
CEA Industries Inc. (BNC) filed an 8-K disclosing that director Russell Read informed the Board on December 30, 2025 that he accepted an employment position that requires him to avoid outside board service and therefore resigned effective January 1, 2026. The filing states Mr. Read’s resignation was not due to any disagreement with the Company, its management, or the Board. The Board said it will fill the vacancy with a candidate identified through its ongoing search for independent directors.

Key Details

• Date of notice: December 30, 2025; resignation effective January 1, 2026.
• Director: Russell Read — departure due to new employment requiring no external board service.
• Company statement: Resignation not related to any disagreement with Company operations, policies, or practices.
• Board action: Intends to identify and appoint an independent director through its ongoing search process.

Why It Matters
A board resignation changes the composition of the company's governance team; investors should note the timing and the Board’s plan to replace the director with an independent candidate. The filing contains no indication of operational or policy disputes, so this is a personnel change rather than a governance conflict. Monitor future filings for the announced replacement, which could affect board expertise and oversight.