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

Sono Group N.V. (SSM)

CIK 1840416 · all EDGAR filings →

Overall dilution risk
HIGHworst of 3 computed signals (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
not every sub-rating was computable; treat as a floor
Offering ability
HIGH$100M registered
= total registered offering amount from the fee exhibits of live registrations (bands: $1M / $20M)
registered capacity, not remaining: amounts already taken down are not subtracted yet
Overhead supply
NOT COMPUTEDno warrant count tagged in XBRL
= warrant shares outstanding divided by current shares outstanding
absence of a tag is not proof of absence of warrants
Historical dilution
LOW-99% 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
HIGH~0.4 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

2021-12-312026-05-15

Latest: 1.4M shares as of May 15, 2026 (10-Q). Share count fell from 105.7M to 1.4M between Dec 31, 2023 and Aug 1, 2025, a pattern consistent with a reverse split (roughly 1-for-74); 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
Pre Funded Warrant283,367$0.01FV $2.0M

Tranches exactly as the company dimensioned them in its 10-K filed Apr 1, 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.

No warrant figures tagged in this filer’s XBRL facts. That means the company has not reported them in structured form; it does not prove no warrants exist. The exhibits are the ground truth.

Convertible notes

NotePrincipalCarryingConv. priceRateIf converted
March Debenture$3.0M$18.7512%~160,000 sh
February Debenture$750,000$18.7512%~40,000 sh
January Debenture$600,000$18.7512%~32,000 sh

If every note above converted at its tagged price: ~232,000 new shares on 1.4M 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 May 19, 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 outstanding1.4MMay 15, 2026
+ Pre Funded Warrant (if exercised)283,367Mar 10, 2026
+ March Debenture (if fully converted)160,000Mar 31, 2026
+ February Debenture (if fully converted)40,000Mar 31, 2026
+ January Debenture (if fully converted)32,000Mar 31, 2026
Fully diluted estimate1.9M+36.2% 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-3May 12, 2026$100.0M registeredfiling →

Last 12 months: 4 executed · 1 registered.

EFFECTIVEMay 14, 2026SEC declared a registration effective — selling can beginEFFECT
REGISTEREDMay 12, 2026S-3 registration — capacity to sell shares, not a sale yetS-3
EXECUTEDMar 10, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDFeb 24, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJan 29, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDSep 5, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDAug 7, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJul 8, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMay 27, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDApr 25, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMar 26, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDFeb 13, 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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