☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2026
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number: 001-42711
CID HOLDCO, INC.
(Exact name of registrant as specified in its charter)
Delaware
99-2578850
(State of other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification No.)
5661 S Cameron St, Suite 100, Las Vegas, Nevada
89118
(Address of principal executive offices)
(Zip Code)
+1 (303)332 4122
(Registrant’s telephone number, including
area code)
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value of $0.0001 per share
DAIC
The Nasdaq Stock Market LLC
Warrants, each exercisable for one share of Common Stock at an exercise price of $287.5 per share
DAICW
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions
of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging
growth company” in Rule 12b-2 of the Exchange Act. ☐
Large accelerated filer
☐
Accelerated filer
☐
Non-accelerated filer
☒
Smaller reporting company
☒
Emerging Growth Company
☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
The number of shares of the common stock of the registrant issued and outstanding as of September 24, 2026 was 2,337,767 shares of common stock.
EXPLANATORY NOTE
CID HoldCo, Inc. (the “Company”) is
filing this Amendment No. 1 (this “Amendment”) to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 that
was filed with the U.S. Securities and Exchange Commission on September 25, 2026 (the “Original Report”) solely to correct
the cover page check box erroneously indicating that the Company had not filed all reports required to be filed during the preceding 12
months. This Amendment contains only the cover page, this explanatory note, the exhibit index, the signature page and the new certifications
(as further explained in the last paragraph of this explanatory note). Except for the foregoing, no other changes have been made to the
Original Report, and this Amendment does not amend, update, or modify any other part of the Original Report, including the financial statements
or disclosures therein. The Original Report continues to speak as of the date of the Original Report, and the Company has not updated
the disclosures contained therein to reflect any events that have occurred as of a date subsequent to the date of the Original Report.
Accordingly, this Amendment should be read in conjunction with the Original Report.
As required by Rule 12b-15 of the Securities Exchange
Act of 1934, as amended, this Amendment contains new certifications by the Company’s principal executive officer and principal financial
officer under Section 302 of the Sarbanes-Oxley Act of 2002, which are being filed as exhibits to this Form 10-Q/A. As no financial statements
are included in this Amendment nor does this Amendment contain or amend any disclosure with respect to Items 307 and 308 of Regulation
S-K, the Company is not including paragraphs 3, 4 or 5 of the certifications by the Company’s principal executive officer and principal
financial officer under Section 302 of the Sarbanes-Oxley Act of 2002 in Exhibits 31.3 and 31.4. As no financial statements are included
in this Amendment, this Amendment does not contain certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Item 6. Exhibits
The following exhibits are filed as part of, or incorporated by reference
into, this Quarterly Report on Form 10-Q.
Cover Page Interactive Data File (embedded within the Inline XBRL document)
*
Filed
herewith.
+
Schedules
omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally to the SEC a copy of any omitted schedule
or exhibit upon the request of the SEC in accordance with Item 601(b)(2) of Regulation S-K.
2
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.