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

Fold Holdings, Inc. (FLDDW)

CIK 1889123 · all EDGAR filings →

Overall dilution risk
MEDIUMworst of 4 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
MEDIUM$1.5M 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 = 2% 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+17% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
MEDIUM~21.1 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

2025-03-282026-08-09

Latest: 55.1M shares as of Aug 9, 2026 (10-Q).

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
March2025 Warrants925,590not tagged——

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 11, 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: 925,590 underlying shares, as reported Mar 31, 2025 (10-Q).

Reported exercise price: $15 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 56.0M = 55.1M O/S + 925,590 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
June Two Thousand Twenty Five Amended Investor Note$20.0M$0$912%~2.2M sh

If every note above converted at its tagged price: ~2.2M new shares on 55.1M currently outstanding. An estimate from principal ÷ conversion price, with inputs carrying different as-of dates; make-whole adjustments, capped calls and partial repurchases are not modeled.

Notes exactly as the company dimensioned them in its 10-Q filed Aug 11, 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 outstanding55.1MAug 9, 2026
+ March2025 Warrants (if exercised)925,590Mar 31, 2025
+ June Two Thousand Twenty Five Amended Investor Note (if fully converted)2.2MFeb 27, 2026
Fully diluted estimate58.2M+5.7% 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: $1.5Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3May 7, 2026$1.5M registeredfiling →
S-1Jul 11, 2025no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →
S-1Apr 1, 2025no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 0 executed · 1 registered.

UPDATEAug 11, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEAug 6, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEJul 17, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEJun 10, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVEJun 2, 2026SEC declared a registration effective — selling can beginEFFECT →
UPDATEMay 27, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEMay 27, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVEMay 21, 2026SEC declared a registration effective — selling can beginEFFECT →
UPDATEMay 20, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEMay 20, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEMay 12, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
UPDATEMay 12, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →

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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