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

Rigetti Computing, Inc. (RGTI)

CIK 1838359 · 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
HIGHS-3ASR on file 2025-05-29
= is there a registration (S-1/S-3 family) on file without a later withdrawal
no structured fee data on the live registrations, so this is a yes/no, not a size
Overhead supply
LOWwarrants = 1% 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+151% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
HIGH~5.7 months of runway
= cash vs trailing operating burn (bands: 6mo / 24mo; positive operating CF = low)

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

2022-05-122026-08-03

Latest: 333.8M shares as of Aug 3, 2026 (10-Q).

Cash runway

~6 months of cash left

critical · burning $14.6M / quarter

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Public Warrants8.4M$11.5
Customer Warrants2.7M$1.15210y
Private Warrants283,424not tagged
Private Placement Warrantsnot tagged$11.5
Warrants To Purchase Class A Common Stocknot tagged$0.0110y

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: 2.7M underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $11.5 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $6.4M as of Jun 2, 2022.

Rough fully diluted estimate: 336.4M = 333.8M O/S + 2.7M 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 outstanding333.8MAug 3, 2026
+ Public Warrants (if exercised)8.4MJun 30, 2026
+ Customer Warrants (if exercised)2.7MFeb 29, 2020
+ Private Warrants (if exercised)283,424Jun 30, 2026
Fully diluted estimate345.2M+3.4% 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

S-3ASRMay 29, 2025no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →
S-3Dec 11, 2023no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 1 executed · 0 registered.

EXECUTEDMay 21, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMay 30, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
REGISTEREDMay 29, 2025Automatic shelf registration — effective immediately (large filers)S-3ASR
EXECUTEDNov 27, 2024Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
MARKETINGNov 26, 2024Free-writing prospectus — offering being marketedFWP
EXECUTEDMar 15, 2024Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDFeb 15, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDFeb 5, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
UPDATEDec 27, 2023Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEDec 27, 2023SEC declared a registration effective — selling can beginEFFECT
UPDATEDec 19, 2023Prospectus update — often a resale registration, not necessarily new capital424B3
UPDATEDec 19, 2023Prospectus 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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