
Tracking dilution in SEC filings. I post new offerings, ATMs & shelfs. @Signal8ai Pro members: tag me under a $ticker for a dilution summary.
Joined September 2026
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📊 TODAY'S DILUTION · Tue Oct 27
🔴 $HYFM $8.3M gross (218% of market cap)
📄 $IMNN S-1 filed, 20.0M shares + 70.0M warrants (~501% of market cap)
📝 $CABR 24.5M shares resale (236% of market cap)
📝 $EDVA 1.0M shares resale (ELOC draw)
📝 $BNGO 1.3M warrant shares resale
📄 $TELO S-3 shelf filed, 5.3M shares resale
📄 $NIVF F-3 shelf filed (~$100.0M capacity)
7 sub-$300M filings tracked by Signal8 today.
📝 RESALE REGISTERED
$EDVA · Endovia Health Sciences
Healthcare · Nano cap ($1.83M)
Resale: 1.0M shares (ELOC draw, C/M Capital Master Fund)
Dilution: 8.9% of 11.4M shares outstanding
ELOC remaining: $29.8M of $35.0M facility
Overhang: 7.7M (converts) + 11.2M (preferred) + 1.9M (warrants) vs 11.4M outstanding
NYSE American: non-compliance notice, deadline Jan 29, 2027; going concern disclosed
S-1 registers 1.01mln shares for resale by C/M Capital Master Fund under a $35M equity line of credit; company receives no proceeds.
🔴 OFFERING PRICED
$HYFM · Hydrofarm Holdings
Consumer · Nano cap ($3.80M)
Raise: $8.3M gross (218% of market cap)
Shares: 9.2M at $0.905 (+7% vs prior close $0.845)
Warrants: 9.2M at $0.78, 5.5yr (100% coverage)
Debt discharged: ~$109M principal - lenders received 27.5M Series 1 Preferred (converts at $1.00) + 27.5M warrants at $0.78
Agent: ThinkEquity, 8% cash + 8% warrant coverage
8-K Items 1.01/1.02/3.02: registered direct + concurrent private placement closed Oct 27; concurrent restructuring discharged ~$109M credit facility in exchange for preferred stock and warrants to lenders; Nasdaq equity-rule compliance subject to Panel review.
📝 RESALE REGISTERED
$CABR · Caring Brands
Healthcare · Nano cap ($11.3M)
Resale: 24.5M shares (Series B preferred conversion + 2 warrant series)
Dilution: 236% of 10.4M shares outstanding (Aug 13, 2026)
Converts: $7.15M Series B at $0.266 floor (vs $1.08 prior close)
Warrants: Series A at $0.825, Series B at $0.95
Nasdaq: delisting determination on appeal; going concern disclosed
S-1 registers 24.51mln shares for resale by Caring Investments, LP; company receives no proceeds.
🗳️ SHARE INCREASE VOTE
$VWAV · VisionWave Holdings
Technology · Nano cap ($5.50M)
Authorised: 150.0M -> 2,000.0M shares (13x)
Reverse split: up to 1-for-1,000 (Board discretion, through 2028)
Shares outstanding: 3.2M
Debentures: $15.0M maturing Q1 2027
Dilution illustration: existing holders ~1.9% post-offering
DEF 14A calls a Nov 19, 2026 special meeting to authorize 2B shares, reverse split authority up to 1-for-1,000, and a $40M offering at up to 80% discount; company states it cannot repay Q1 2027 obligations in cash.
🗳️ REVERSE SPLIT VOTE
$CDT · CDT Equity
Healthcare · Nano cap ($61.7K)
Ratio: 1-for-2 to 1-for-100 (aggregate up to 1-for-1,000)
Shares outstanding: 9.3M (record date Oct 23, 2026)
Max conversion shares: 71.4M (vs 9.3M outstanding)
Converts: $6.75M October Note at 70% of lowest 20-day close, floor $0.18354
Record date price: $0.13
DEF 14A calls a Nov 12, 2026 special meeting to approve Nasdaq Rule 5635 share issuance for J.J. Astor convertible notes and warrants, plus reverse split authority up to 1-for-1,000 aggregate; October Note requires a mandatory split if bid stays below $1.00 for five days.
🗳️ REVERSE SPLIT VOTE
$SES · SES AI
Technology · Micro cap ($247M)
Ratio: 5:1 to 20:1 (Board discretion)
Shares outstanding: 311.9M Class A + 43.9M Class B (record date)
NYSE cure deadline: Jan 17, 2027
Cash: $163.0M (Jun 30, 2026)
DEF 14A Proposal 4 asks stockholders to authorize a reverse split of Class A shares at a Board-selected ratio between 5:1 and 20:1 to cure NYSE minimum bid price non-compliance.
📝 RESALE REGISTERED
$WORX · SCWorx
Technology · Nano cap ($1.51M)
Resale: 8.3M shares (399.9K outstanding + 7.9M warrant shares)
Dilution: 595% of 1.39mln shares outstanding (Oct 21, 2026)
Warrants: July 2024 (2.1M), Jan 2025 (4.3M), Nov 2024 (165.6K), Inducement (999.9K), Sept 2026 (350.0K)
Reverse splits: 1-for-15 (Apr 2026), 1-for-12 (Aug 2026)
Nasdaq: listing conditional on Hearings Panel Oct 2, 2026 decision
424B3 registers resale of 8.25mln shares by selling stockholders tied to 2024-2026 convertible note financings and the Sept 16, 2026 placement; company receives no proceeds.
📝 RESALE REGISTERED
$AIIO · Robo.ai
Technology · Micro cap ($137M)
Resale: 22.3M Class B shares (selling shareholder)
Dilution: 10.1% of 222.1M Class B shares outstanding (Oct 16, 2026)
Consolidation: share consolidation approved, effective Nov 6, 2026 (post-split: 9.4M shares outstanding)
Prior close: $0.5801 (Oct 26, 2026)
424B3 Prospectus Supplement No. 14 to the July 10, 2026 F-1 registers resale of up to 22.34mln Class B ordinary shares by a selling shareholder; company receives no proceeds.
📄 SHELF FILED
$NIVF · NewGenIvf Group
Healthcare · Nano cap ($1.42M)
Capacity: up to $100.0M (~7,042% of market cap)
Float (non-affiliate): $1.38M (1.19mln Class A shares at $1.16)
I.B.5 cap: ~$460K raisable per 12 months (1/3 of non-affiliate float)
Reverse splits: 10 since Feb 2025, including 1-for-4 and 1-for-8 in Oct 2026
Going concern: disclosed
F-3 universal shelf covers Class A ordinary shares, preferred shares, warrants, debt securities, and subscription rights; primary sales capped at one-third of the ~$1.38M non-affiliate float per 12 months under General Instruction I.B.5.
DilutionScan retweeted
Every scanner has gap ups.
Ours also has:
- Delist Watch: deficiency notices, 20+ days under $1, near the R/S cap
- Distress: late filings, going concern, auditor resignations
- Turnaround: regained compliance or uplisted from OTC
- Ticker changes, including ones announced but not live yet
🔒 PRIVATE PLACEMENT
$CDT · CDT Equity
Healthcare · Nano cap ($72.4K)
Shares: 2.68M at $0.1447 (+11% vs prior close $0.13)
Dilution: 238% of 1.12M shares outstanding (Sep 28, 2026)
Fee: $195.0K evaluation agreement (Manoira Corp.)
Severance: $65.0K (499.6K shares to former CEO Dr. Andrew Regan)
Related party: Manoira solely directed by Regan, a >5% holder
8-K Items 1.01/3.02: CDT issued 2.68M unregistered shares at $0.1447 to settle a $195K evaluation agreement with Manoira, $65K severance to former CEO Regan, and fees to a service provider and Sarborg Limited.
DilutionScan retweeted
20% gain on $MEGL so far
radar doing its job
📝 RESALE REGISTERED
$YMT · Yimutian
Technology · Nano cap ($12.4M)
Resale: 42.3M ADSs (1,057.7M Class A shares, convertible note conversion)
Converts: up to $10.0M principal at $0.26 floor (vs $0.49 prior close)
ADS ratio: 1:10 change effective ~Nov 16, 2026 (1 ADS = 60,000 Class A shares)
Prior changes: May 18 and Aug 27, 2026
Depositary: JPMorgan Chase Bank, N.A.
424B3 supplement No. 9 to the Mar 9, 2026 F-1 resale prospectus updates the ADS ratio from 1:6,000 to 1:60,000 Class A shares, functioning as a 10-for-1 reverse split for ADS holders.
📄 OFFERING FILED
$IMNN · Imunon
Healthcare · Nano cap ($7.01M)
Shares: 20.0M at $1.25 assumed (-1% vs prior close)
Warrants: 70.0M (350% coverage) at $1.25 / $1.38 / $1.56 / $2.50
Dilution: 429% of 4.67mln shares outstanding (Jun 30, 2026)
Agent: Maxim Group, 7.0% cash + 5.0% warrants
Going concern: disclosed
S-1 registers a best-efforts primary offering of up to 20M shares (or pre-funded warrants) plus four tranches of common warrants; estimated net proceeds ~$23M at maximum.
🔒 PRIVATE PLACEMENT
$VBIO · Valion Bio
Healthcare · Nano cap ($1.64M)
Series B: 50 shares for $50.0K + 1,539 warrants at $1.0092
Series C: 4,717.73 shares for $4.72M ($3.22M retained for overdue true-ups, $1.5M new cash)
Series C warrants: 2.5M shares at $1.0092
Series C remaining: $31.5M of $75.0M facility
Purchaser: 3i, LP and Series C Purchasers
8-K Items 1.01/3.02: Valion closed incremental Series B and Series C preferred tranches on Oct 26, 2026; only $1.5M arrived as new cash, with $3.22M retained by purchasers to settle overdue true-up obligations.
📊 TODAY'S DILUTION · Mon Oct 26
📄 $ABOS $500.0M S-3 shelf (~305% of market cap)
📝 $TRAW $50.0M CEF resale (135.1M shares)
📄 $GRML S-1 filed
📄 $PBK F-3 shelf filed
📝 $DCM $2.65M notes resale
📄 $XPON S-3 shelf filed
📄 $AMSS 424B5 supplement
📄 $MYSZ S-3 shelf filed
8 sub-$300M filings tracked by Signal8 today.
📝 RESALE REGISTERED
$GRML · Greenland Mines
Basic Materials · Micro cap ($77.3M)
Resale: 1.4M shares (1.04M common + 359.3K Series R conversion)
Dilution: ~10.2% of 13.7M shares outstanding
Conversion: Series R Preferred blocked pending stockholder approval
Sellers: Neo North Star Holdings, Weston Energy III, Anortech (former NNSR holders)
S-1 registers 1.4M shares issued as acquisition consideration for the Sept 1, 2026 purchase of NNSR Holdings; company receives no proceeds.
🔒 PRIVATE PLACEMENT
$IQST · iQSTEL
Comms · Nano cap ($9.41M)
Notes: $3.0M max principal, 18% annual interest, 24-month term
Tranche A: $1.5M funded Oct 20, 2026 ($750K per lender)
Warrants: 420.0K pre-funded at $0.0001 (210.0K per lender)
Lenders: M2B Funding Corp. and ADI Funding LLC
8-K Items 1.01/2.03/3.02: iQSTEL issued senior secured non-convertible notes and pre-funded warrants for 420,000 shares to two lenders; proceeds earmarked for a planned 51% acquisition of Ultranet Telecom Group.


























