UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ 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: 001-41097 311 West Superior Street, Suite 444 Chicago, Illinois 60654 (Address of principal executive offices) (Zip Code) C ...

Part I — Financial Information [Financial Statements (unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) The company's unaudited Q1 2025 financial statements show a net loss of **$1.64 million**, a significant reduction from **$4.16 million** in Q1 2024, with cash and assets increasing after a reverse stock split Condensed Consolidated Balance Sheets (unaudited) | | March 31, 2025 ($) | December 31, 2024 ($) | | :--- | :--- | :--- | | **Total current assets** | **$10.54 million** | **$8.79 million** | | **Total assets** | **$12.28 million** | **$10.62 million** | | **Total current liabilities** | **$0.54 million** | **$0.63 million** | | **Total liabilities** | **$0.90 million** | **$1.06 million** | | **Total stockholders' equity** | **$11.38 million** | **$9.56 million** | Condensed Consolidated Statements of Operations (unaudited) | | Three Months Ended March 31, 2025 ($) | Three Months Ended March 31, 2024 ($) | | :--- | :--- | :--- | | **Revenue** | **$940** | **$15.93 thousand** | | **Total operating expenses** | **$1.63 million** | **$4.17 million** | | **Loss from operations** | **($1.63 million)** | **($4.16 million)** | | **Net loss** | **($1.64 million)** | **($4.16 million)** | | **Net loss per common share** | **($0.97)** | **($5.93)** | Condensed Consolidated Statements of Cash Flows (unaudited) | | Three Months Ended March 31, 2025 ($) | Three Months Ended March 31, 2024 ($) | | :--- | :--- | :--- | | **Net cash used in operating activities** | **($1.40 million)** | **($1.23 million)** | | **Net cash used in investing activities** | **($47.42 thousand)** | **($69.94 thousand)** | | **Net cash provided by financing activities** | **$3.31 million** | **$1.58 million** | | **Net increase in cash** | **$1.86 million** | **$279.62 thousand** | | **Cash - End of period** | **$9.69 million** | **$1.56 million** | - On May 12, 2025, the company executed a 1-for-30 reverse stock split to regain compliance with Nasdaq's minimum bid price requirement. All share and per-share amounts in the financial statements have been retroactively adjusted[35](index=35&type=chunk)[37](index=37&type=chunk)[111](index=111&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant reduction in Q1 2025 net loss to **$1.64 million**, driven by lower stock-based compensation, and highlights the company's focus on commercializing AI-driven cardiovascular tests and securing **$14.68 million** in ATM financing - The company's primary business is developing and commercializing AI-driven, epigenetics-based clinical tests for cardiovascular diseases like coronary heart disease (CHD), stroke, and heart failure[118](index=118&type=chunk)[119](index=119&type=chunk) - The significant decrease in net loss for Q1 2025 compared to Q1 2024 was primarily driven by a **$2.58 million** reduction in General and Administrative expenses, largely due to lower stock compensation expense (**$30.61 thousand** in Q1 2025 vs. **$2.52 million** in Q1 2024)[131](index=131&type=chunk)[136](index=136&type=chunk) - As of May 15, 2025, the company has raised **$14.68 million** in net proceeds from its At-the-Market (ATM) sales agreement, which serves as a primary source of liquidity[126](index=126&type=chunk)[144](index=144&type=chunk) - Management anticipates that existing funds will be sufficient to fund activities for the next 12 months, but acknowledges the need to raise additional capital through equity or debt to support operations beyond that period[151](index=151&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a "smaller reporting company," the company is not required to provide quantitative and qualitative disclosures about market risk - Pursuant to Item 305(e) of Regulation S-K, the Company is not required to provide market risk disclosures as it qualifies as a "smaller reporting company"[176](index=176&type=chunk) [Controls and Procedures](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective as of March 31, 2025, due to a material weakness in internal control over financial reporting, with remediation plans in progress - Management identified a material weakness in internal control over financial reporting: inadequate segregation of duties within the financial reporting process due to limited staff resources[179](index=179&type=chunk) - Remediation plans are in progress and include developing a formalized approval matrix for significant financial transactions and exploring the automation of key accounting processes[180](index=180&type=chunk)[183](index=183&type=chunk) Part II — Other Information [Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) As of March 31, 2025, the company is not a party to any litigation deemed material to its ongoing operations - The Company reports that it is not a party to any material litigation as of the period ended March 31, 2025[185](index=185&type=chunk) [Risk Factors](index=39&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's 2024 Annual Report on Form 10-K have been reported - No material changes to the risk factors from the company's 2024 Annual Report on Form 10-K have been reported[186](index=186&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=39&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds during the quarter - None reported for the period[187](index=187&type=chunk) [Other Information](index=39&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted, modified, or terminated a Rule 10b-5 trading arrangement during the fiscal quarter ended March 31, 2025 - No directors or officers adopted, modified, or terminated a Rule 10b-5 trading arrangement during the quarter[190](index=190&type=chunk) [Exhibits](index=39&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of the Quarterly Report on Form 10-Q, including required officer certifications - The report includes a list of filed exhibits, such as the Agreement and Plan of Merger, Certificate of Incorporation, and various officer certifications required by the Sarbanes-Oxley Act[191](index=191&type=chunk)[192](index=192&type=chunk)[193](index=193&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41097 Redeemable warrants, each warrant exercisable for one share of common stock CDIOW The Nasdaq Stock Market LLC CARDIO DIAGNOSTICS HOLD ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐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: 001-41097 Cardio Diagnostics Holdings, Inc. (Exact name of registrant as specified in its charter) | --- | --- | --- | |- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐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: 001-41097 Cardio Diagnostics Holdings, Inc. (Exact name of registrant as specified in its charter) | --- | --- | --- | |------ ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐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: 001-41097 Cardio Diagnostics Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 87-0925574 (State ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Redeemable warrants, each warrant exercisable for one share of common stock CDIOW The Nasdaq Stock Market LLC For the fiscal year ended December 31, 2023 For the transition period from to Title of each class Trading Symbol(s) Name of each exchange on which registered FORM 10-K ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Indicate by check mark if the registrant is not required to file report ...

CHICAGO--(BUSINESS WIRE)--Cardio Diagnostics Holdings, Inc. (NASDAQ: CDIO), an AI-powered precision cardiovascular medicine company, announces that the Company will showcase its groundbreaking HeartRiskTM and Actionable Clinical IntelligenceTM platforms at the American College of Cardiology’s 73rd Annual Scientific Session (ACC.24), taking place in Atlanta, GA, from April 6-8, 2024. Cardio Diagnostics' mission is in lockstep with this year's ACC.24 conference theme, "Advancing Cardiovascular Care for All." ...

CHICAGO--(BUSINESS WIRE)--Cardio Diagnostics Holdings, Inc. (NASDAQ: CDIO), an AI-driven precision cardiovascular medicine company, announces that the U.S. Patent and Trademark Office has issued a notice of allowance to University of Iowa Research Foundation ("UIRF") for U.S. Application No. 17,857,723 titled Compositions and Methods for Detecting Predisposition to Cardiovascular Disease, which is exclusively licensed to the Company from UIRF, and that was co-invented by Cardio Diagnostics' founders, Meesha ...

CHICAGO--(BUSINESS WIRE)--Cardio Diagnostics Holdings, Inc. (Nasdaq: CDIO), an AI-driven precision cardiovascular medicine company, announced today the nationwide rollout and a significant expansion of its groundbreaking HeartRisk™ platform. HeartRisk combines insights from HIPAA-compliant anonymized and aggregated clinical cardiovascular data obtained through Cardio Diagnostics’ Epi+Gen CHD and PrecisionCHD clinical tests, with industry and geographic data to enable real-time population-level cardiovascula ...