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

Ernexa Therapeutics Inc. (ERNAW)

CIK 748592 · 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$101M 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
HIGHwarrants = 52% 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-70% 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
MEDIUM~7.4 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

2020-11-102026-08-06

Latest: 1.6M shares as of Aug 6, 2026 (10-Q). Share count fell from 92.4M to 1.8M between May 6, 2016 and Aug 2, 2016, a pattern consistent with a reverse split (roughly 1-for-50); 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
Milestone Warrants840,000$17
Prefunded Warrants15,014$1.88
Common Warrants914$14329.47
December Two Thousand Twenty Two Warrants377$537.26
Pre Funded Warrantnot tagged$1.88
Warrantnot tagged$32.784.6y

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 6, 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: 856,305 underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $0.075 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 2.5M = 1.6M O/S + 856,305 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 6, 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 outstanding1.6MAug 6, 2026
+ Milestone Warrants (if exercised)840,000Jun 30, 2026
+ Prefunded Warrants (if exercised)15,014Jun 30, 2026
+ Common Warrants (if exercised)914Jun 30, 2026
+ December Two Thousand Twenty Two Warrants (if exercised)377Jun 30, 2026
Fully diluted estimate2.5M+52.5% 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: $100.6Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3Mar 16, 2026$50.0M registeredfiling →
S-1Feb 3, 2026$40.3M registeredfiling →
S-3Jun 11, 2025$10.3M registeredfiling →

Last 12 months: 1 executed · 5 registered.

EFFECTIVEMar 30, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDMar 24, 2026S-3/A registration — capacity to sell shares, not a sale yetS-3/A
REGISTEREDMar 16, 2026S-3 registration — capacity to sell shares, not a sale yetS-3
EXECUTEDFeb 10, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
REGISTEREDFeb 5, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A
EFFECTIVEFeb 5, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDFeb 4, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDFeb 3, 2026S-1 registration — capacity to sell shares, not a sale yetS-1
UPDATEJun 18, 2025Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEJun 18, 2025SEC declared a registration effective — selling can beginEFFECT
REGISTEREDJun 11, 2025S-3 registration — capacity to sell shares, not a sale yetS-3
EXECUTEDJun 9, 2025Unregistered share sale disclosed (8-K item 3.02)8-K

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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