Dilution profile // every instrument, one screen, from SEC filings

AEON Biopharma, Inc. (AEON)

CIK 1837607 · all EDGAR filings →

Overall dilution risk
HIGHworst of 4 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
HIGH$97.5M registered
= total registered offering amount from the fee exhibits of live registrations (bands: $1M / $20M)
one or more live registrations had no structured fee data, so the true total is AT LEAST this
Overhead supply
LOWwarrants = 0% of O/S
= warrant shares outstanding divided by current shares outstanding (bands: 20% / 50%)
warrants only; converts, ATMs and equity lines are not in free structured data, so the true overhead is AT LEAST this
Historical dilution
MEDIUM+34% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
a reverse-split-sized cliff is in this window; read the chart
Cash need
HIGH~2.4 months of runway
= cash vs trailing operating burn (bands: 6mo / 24mo; positive operating CF = low)
the company itself flagged going-concern doubt

Same rating bands the category standard uses, but free, with the formula on the chip and the gaps in the data said out loud.

Shares outstanding over time

2023-11-082026-08-06

Latest: 49.9M shares as of Aug 6, 2026 (10-Q). Share count fell from 11.3M to 1.2M between May 7, 2025 and Aug 8, 2025, a pattern consistent with a reverse split (roughly 1-for-10); simultaneous issuance can skew the raw ratio, so confirm in the filings. The red bar marks the cliff.

Cash runway

Going-concern warning

auditor flagged substantial doubt

The company itself flagged going-concern doubt in a filing.

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Pre Funded Warrant24.8Mnot tagged
Daewong Warrant8.0M$1.093925yFV $5.2M
Pipe Warrants6.5M$1.093925y
Two Year Milestone Warrant6.4Mnot tagged
Five Year Milestone Warrant6.4Mnot tagged
Seriesa Warrants3.6M$455y
Odean Warrants125,000$23yFV $100,000
Series B Warrants62,263$452.5y
Private Placement Warrants55,403not tagged
Pipe Pre Funded Warrantsnot tagged$0.0001
True Up Warrantsnot tagged$0.0001
Pre Funded Warrantsnot tagged$0.0001

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 12, 2026. Groupings can overlap (a “Series E and F” row is not additive with a “Series E” row), so do not sum this column. A tranche the filer did not tag is absent here, not absent from the cap table. DOWN-ROUND = the filer tagged price-protection accounting scoped to that tranche.

Warrants outstanding: 55,403 underlying shares, as reported Dec 31, 2024 (10-K).

Reported exercise price: $2 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $11.4M as of Jun 30, 2026.

Rough fully diluted estimate: 49.9M = 49.9M O/S + 55,403 warrant shares. An estimate, not a filing figure: it ignores converts, options and RSUs, and the two inputs carry different as-of dates.

Convertible notes

NotePrincipalCarryingConv. priceRateIf converted
Convertible Notes Maturing On April 2027$10.0Mnot tagged
Convertible Notes Maturing On March 2027$5.0Mnot tagged
New Convertible Note Issued In Lie of Exchangenot tagged$1.5Mnot tagged

Notes exactly as the company dimensioned them in its 10-Q filed Aug 12, 2026. Principal is face amount as tagged, not what remains after repurchases unless the filer updated the tag. A note the filer did not dimension is absent here, not absent from the balance sheet; the exhibits stay the ground truth.

Fully diluted build-up

Shares outstanding plus every potential-share instrument the filer tagged in XBRL, each at its own as-of date. An estimate assembled from filed figures, not a filing figure itself.

Shares outstanding49.9MAug 6, 2026
+ Pre Funded Warrant (if exercised)24.8MJul 13, 2026
+ Daewong Warrant (if exercised)8.0MJun 30, 2026
+ Pipe Warrants (if exercised)6.5MJun 30, 2026
+ Two Year Milestone Warrant (if exercised)6.4MJul 14, 2026
+ Five Year Milestone Warrant (if exercised)6.4MJul 14, 2026
+ Seriesa Warrants (if exercised)3.6MJun 30, 2026
+ Odean Warrants (if exercised)125,000Jun 30, 2026
+ Series B Warrants (if exercised)62,263Jun 30, 2026
+ Private Placement Warrants (if exercised)55,403Jun 30, 2026
Fully diluted estimate105.8M+112.2% vs O/S

Still excluded, because the filer does not tag them in countable form: employee options and RSUs, any instrument living only in exhibit prose, and instruments above missing a share count. Inputs carry different as-of dates, shown per row. Each figure traces to the tranche and note tables above and their cited filings.

Registrations and offerings

Registered offering capacity on live registrations: $97.5Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-1Jul 8, 2026$43.1M registeredfiling →
S-3Feb 9, 2026$54.4M registeredfiling →
S-3Aug 15, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 4 executed · 4 registered.

EXECUTEDJul 15, 2026Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4
REGISTEREDJul 13, 2026S-1MEF registration — capacity to sell shares, not a sale yetS-1MEF
EFFECTIVEJul 13, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDJul 9, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDJul 8, 2026S-1 registration — capacity to sell shares, not a sale yetS-1
UPDATEFeb 18, 2026Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEFeb 17, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDFeb 9, 2026S-3 registration — capacity to sell shares, not a sale yetS-3
EXECUTEDJan 21, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDDec 15, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDNov 13, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJun 16, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5

Full history and shelf status: offering checker · S-3 shelf checker

Source: SEC EDGAR XBRL company facts and filing metadata, fetched live and cached briefly. Share counts are cover-page figures with their form named. Warrant tranches and convertible notes come from the dimensioned facts in the latest 10-Q/10-K instance document, exactly as the company tagged them; untagged tranches and notes are absent, not disproven. Nothing on this page is manually verified and nothing is behind a login: what free data supports is shown, what it cannot support is stated. Not investment advice.

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