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

Cartesian Therapeutics, Inc. (RNAC)

CIK 1453687 · 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-3 on file 2024-12-13
= 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 = 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-80% 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~24 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

2021-03-052026-07-31

Latest: 30.3M shares as of Jul 31, 2026 (10-Q). Share count fell from 161.9M to 17.8M between Mar 1, 2024 and May 3, 2024, a pattern consistent with a reverse split (roughly 1-for-9); simultaneous issuance can skew the raw ratio, so confirm in the filings. The red bar marks the cliff.

Cash runway

Funded — but tight

~24 months of cash · watch

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
A2022 Warrantsnot taggednot tagged0.8y

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: 692,272 underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $46.76 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $165,000 as of Jun 30, 2026.

Rough fully diluted estimate: 30.9M = 30.3M O/S + 692,272 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
Loan and Security Agreement$50.0M$53.5M$1~50.0M sh

If every note above converted at its tagged price: ~50.0M new shares on 30.3M 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 6, 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 outstanding30.3MJul 31, 2026
+ Warrants (aggregate, as tagged) (if exercised)692,272Jun 30, 2026
+ Loan and Security Agreement (if fully converted)50.0MJun 30, 2026
Fully diluted estimate80.9M+167.5% 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

S-3Dec 13, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →
S-3Dec 13, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →
S-3Dec 13, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 1 executed · 0 registered.

EXECUTEDMay 26, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EFFECTIVEJan 13, 2025SEC declared a registration effective — selling can beginEFFECT
EFFECTIVEJan 13, 2025SEC declared a registration effective — selling can beginEFFECT
UPDATEJan 8, 2025Prospectus update — often a resale registration, not necessarily new capital424B3
UPDATEJan 8, 2025Resale prospectus — existing holders registering to sell424B7
UPDATEJan 8, 2025Resale prospectus — existing holders registering to sell424B7
EFFECTIVEJan 8, 2025SEC declared a registration effective — selling can beginEFFECT
EFFECTIVEJan 8, 2025SEC declared a registration effective — selling can beginEFFECT
EFFECTIVEJan 8, 2025SEC declared a registration effective — selling can beginEFFECT
REGISTEREDDec 13, 2024S-3 registration — capacity to sell shares, not a sale yetS-3
REGISTEREDDec 13, 2024S-3 registration — capacity to sell shares, not a sale yetS-3
REGISTEREDDec 13, 2024S-3 registration — capacity to sell shares, not a sale yetS-3

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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