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

RYTHM, Inc. (RYM)

CIK 1800637 · 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$100M 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
MEDIUMwarrants = 24% 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
MEDIUM+32% 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~21.4 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

2021-05-172026-08-04

Latest: 2.2M shares as of Aug 4, 2026 (10-Q). Share count fell from 26.5M to 132,957 between Mar 24, 2022 and May 12, 2022, a pattern consistent with a reverse split (roughly 1-for-200); 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
Warrant11.0Mnot tagged
Pre Funded Warrants3.0M$0.001
Warrant Liabilitiesnot taggednot taggedFV $0

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 4, 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: 525,114 underlying shares, as reported Dec 31, 2024 (10-K).

Reported exercise price: $12.3 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $824,000 as of Jun 30, 2026.

Rough fully diluted estimate: 2.7M = 2.2M O/S + 525,114 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
August 2025 Notes$45.0M$29.475~1.5M sh
Existing Convertible Note$27.0M$23.53~1.1M sh

If every note above converted at its tagged price: ~2.7M new shares on 2.2M 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 4, 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 outstanding2.2MAug 4, 2026
+ Warrant (if exercised)11.0MJun 30, 2026
+ Pre Funded Warrants (if exercised)3.0MJun 30, 2026
+ August 2025 Notes (if fully converted)1.5MAug 25, 2025
+ Existing Convertible Note (if fully converted)1.1MMay 22, 2025
Fully diluted estimate18.9M+766.8% 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: $100.0Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3Oct 9, 2025$100.0M registeredfiling →
S-1Sep 27, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →
S-1Jan 26, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 2 executed · 2 registered.

EXECUTEDAug 11, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EFFECTIVEDec 18, 2025SEC declared a registration effective — selling can beginEFFECT
REGISTEREDDec 12, 2025S-3/A registration — capacity to sell shares, not a sale yetS-3/A
REGISTEREDOct 9, 2025S-3 registration — capacity to sell shares, not a sale yetS-3
EXECUTEDAug 27, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMay 22, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDDec 16, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDNov 21, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
UPDATENov 5, 2024Prospectus update — often a resale registration, not necessarily new capital424B3
EXECUTEDNov 5, 2024Unregistered share sale disclosed (8-K item 3.02)8-K
EFFECTIVENov 4, 2024SEC declared a registration effective — selling can beginEFFECT
REGISTEREDOct 23, 2024S-1/A registration — capacity to sell shares, not a sale yetS-1/A

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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