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

bioAffinity Technologies, Inc. (BIAFW)

CIK 1712762 · all EDGAR filings →

Overall dilution risk
HIGHworst of 4 computed signals (cash need)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
MEDIUM$15.3M registered
= total registered offering amount from the fee exhibits of live registrations (bands: $1M / $20M)
registered capacity, not remaining: amounts already taken down are not subtracted yet
Overhead supply
MEDIUMwarrants = 23% 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
LOW-8% 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~3.1 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

2022-11-102026-08-03

Latest: 8.1M shares as of Aug 3, 2026 (10-Q). Share count fell from 28.5M to 4.5M between Aug 13, 2025 and Nov 11, 2025, a pattern consistent with a reverse split (roughly 1-for-6); 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
Non Tradeable Warrant1.8Mnot tagged
Public Offering May Two Thousand Twenty Five1.5M$4.5
August Pipe and Inducement Offering August Two Thousand and Twenty Five637,090$4.5
Placement Agent Direct Offering June Twenty Twenty Six120,000$0.88
Ipo Non Tradable100,515$91.95
Warrant Inducement February Twenty Twenty Five97,538$25.5
Pre Ipo Convertible Notes96,616$159.35
Direct Offering October Twenty Twenty Four88,757$23.92
Ipo Tradeable77,561$91.95
Inducement Direct Offering August Twenty Twenty Four58,402not tagged
Tradeable Warrant53,375not tagged
Direct Offering March Twenty Twenty Four53,330$37.5

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 7, 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: 1.8M underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $21.46 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 9.9M = 8.1M O/S + 1.8M 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

No convertible-note facts tagged in the 10-Q filed Aug 7, 2026. If convertible notes exist, their terms live in exhibit prose for this filer and are not parsed; absence of a tag is not proof of absence. The exhibits are 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 outstanding8.1MAug 3, 2026
+ Non Tradeable Warrant (if exercised)1.8MJun 30, 2026
+ Public Offering May Two Thousand Twenty Five (if exercised)1.5MJun 30, 2026
+ August Pipe and Inducement Offering August Two Thousand and Twenty Five (if exercised)637,090Jun 30, 2026
+ Placement Agent Direct Offering June Twenty Twenty Six (if exercised)120,000Jun 30, 2026
+ Ipo Non Tradable (if exercised)100,515Jun 30, 2026
+ Warrant Inducement February Twenty Twenty Five (if exercised)97,538Jun 30, 2026
+ Pre Ipo Convertible Notes (if exercised)96,616Jun 30, 2026
+ Direct Offering October Twenty Twenty Four (if exercised)88,757Jun 30, 2026
+ Ipo Tradeable (if exercised)77,561Jun 30, 2026
+ Inducement Direct Offering August Twenty Twenty Four (if exercised)58,402Jun 30, 2026
+ Tradeable Warrant (if exercised)53,375Jun 30, 2026
+ Direct Offering March Twenty Twenty Four (if exercised)53,330Jun 30, 2026
Fully diluted estimate12.7M+57.2% 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: $15.3Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-1Jun 12, 2026$4.1M registeredfiling →
S-1Apr 30, 2026$1.1M registeredfiling →
S-1Sep 24, 2025$10.1M registeredfiling →

Last 12 months: 4 executed · 7 registered.

EXECUTEDJun 18, 2026Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4
REGISTEREDJun 16, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A
EFFECTIVEJun 16, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDJun 12, 2026S-1 registration — capacity to sell shares, not a sale yetS-1
UPDATEMay 14, 2026Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEMay 12, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDApr 30, 2026S-1 registration — capacity to sell shares, not a sale yetS-1
EXECUTEDOct 9, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDSep 30, 2025Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4
EFFECTIVESep 29, 2025SEC declared a registration effective — selling can beginEFFECT
REGISTEREDSep 25, 2025S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDSep 24, 2025S-1 registration — capacity to sell shares, not a sale yetS-1

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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