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

Virgin Galactic Holdings, Inc (SPCE)

CIK 1706946 · 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$261M 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 = 0% 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-73% 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~11 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

2020-08-032026-05-07

Latest: 100.7M shares as of May 7, 2026 (10-Q). Share count fell from 411.4M to 28.5M between Apr 30, 2024 and Jul 31, 2024, a pattern consistent with a reverse split (roughly 1-for-14); 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

Warrants

TrancheWarrantsExercise priceTermNotes
Purchase Warrants31.7M$6.696

Tranches exactly as the company dimensioned them in its 10-Q filed May 14, 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: 0 underlying shares, as reported Dec 31, 2021 (10-K).

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

Balance-sheet fair value of warrants: $0 as of Dec 31, 2021.

Rough fully diluted estimate: 100.7M = 100.7M O/S + 0 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 May 14, 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 outstanding100.7MMay 7, 2026
+ Purchase Warrants (if exercised)31.7MDec 31, 2025
Fully diluted estimate132.4M+31.5% 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: $260.7Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3ASRJul 17, 2026fee exhibit found but no total offering amount (fees deferred, typical for automatic shelves)filing →
S-3May 14, 2026$40.2M registeredfiling →
S-3Jan 9, 2026$220.5M registeredfiling →

Last 12 months: 7 executed · 4 registered.

REGISTEREDJul 17, 2026Automatic shelf registration — effective immediately (large filers)S-3ASR
UPDATEJul 17, 2026Resale prospectus — existing holders registering to sell424B7
EXECUTEDJun 22, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJun 10, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMay 18, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
REGISTEREDMay 14, 2026S-3 registration — capacity to sell shares, not a sale yetS-3
UPDATEJan 23, 2026Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEJan 23, 2026SEC declared a registration effective — selling can beginEFFECT
UPDATEJan 9, 2026Prospectus update — often a resale registration, not necessarily new capital424B3
REGISTEREDJan 9, 2026S-3 registration — capacity to sell shares, not a sale yetS-3
EFFECTIVEJan 6, 2026SEC declared a registration effective — selling can beginEFFECT
EXECUTEDDec 18, 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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