Is CIRC diluting shareholders?

Read three numbers together: shares outstanding over time (81.3M as of 2026-06-12), warrants that can convert into new shares (95,563 reported), and how much cash runway remains (~65.77823703146021 months). A company short on cash with live registrations is structurally likely to issue shares.

Where do these numbers come from?

SEC EDGAR only: the XBRL company-facts API for shares, warrants and cash, and filing metadata for registrations and pricings. Every figure shows its source form, and nothing here is estimated by us beyond the arithmetic stated next to it.

Why might a warrant tranche be missing from the table?

The tranche table is built from the dimensions the company tagged in its own 10-Q or 10-K XBRL. A tranche the filer chose not to dimension does not appear, and its absence proves nothing: the exhibits remain the ground truth. Everything shown carries the filing it came from.

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

CIRCLE8 GROUP INC (CIRC)

CIK 1605888 · all EDGAR filings →

Overall dilution risk

HIGHworst of 4 computed signals (historical dilution)

= the worst band among the computed sub-ratings, no hidden weighting

Offering ability

LOWno live registration found

= is there a registration (S-1/S-3 family) on file without a later withdrawal

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

HIGH+485% 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

LOW~65.8 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

Latest: 81.3M shares as of Jun 12, 2026 (10-Q). Share count fell from 13.9M to 380,648 between Aug 3, 2023 and Nov 17, 2023, a pattern consistent with a reverse split (roughly 1-for-36); 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

Tranche	Warrants	Exercise price	Term	Notes
Circle8 Benelux Warrant	not tagged	not tagged	—	FV $784,000

Tranches exactly as the company dimensioned them in its 10-Q filed Jun 22, 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: 95,563 underlying shares, as reported Mar 31, 2024 (10-Q).

Reported exercise price: $3.1 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $1.6M as of Aug 31, 2021.

Rough fully diluted estimate: 81.4M = 81.3M O/S + 95,563 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

Convertible debt on the balance sheet: $162.0M as of Mar 31, 2026, tagged only as a company-wide total.

This filer tagged totals without per-note dimensions in its 10-Q filed Jun 22, 2026 →, so per-note terms (maturities, individual conversion prices) live in the exhibit prose and are not parsed here.

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 outstanding	81.3M	Jun 12, 2026
+ Warrants (aggregate, as tagged) (if exercised)	95,563	Mar 31, 2024
Fully diluted estimate	81.4M	+0.1% 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

Last 12 months: 1 executed · 3 registered.

UPDATEAug 12, 2026Resale prospectus — existing holders registering to sell424B7 →

UPDATEJul 2, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →

UPDATEJun 24, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →

UPDATEMay 27, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →

WITHDRAWNMay 12, 2026Registration withdrawnRW →

UPDATEApr 8, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →

UPDATEApr 2, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →

REGISTEREDMar 23, 2026S-3 registration — capacity to sell shares, not a sale yetS-3 →

EFFECTIVEJan 30, 2026SEC declared a registration effective — selling can beginEFFECT →

EXECUTEDJan 28, 2026Unregistered share sale disclosed (8-K item 3.02)8-K →

UPDATEDec 15, 2025Prospectus update — often a resale registration, not necessarily new capital424B3 →

EFFECTIVEDec 15, 2025SEC declared a registration effective — selling can beginEFFECT →

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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