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

TMC the metals Co Inc. (TMC)

CIK 1798562 · 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
HIGHS-3ASR on file 2026-03-31
= 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
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
MEDIUM+51% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
LOW~27.6 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

2021-11-122026-08-11

Latest: 441.1M shares as of Aug 11, 2026 (10-Q).

Cash runway

Self-funding

generates cash

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Public Warrants15.0M$11.5FV $19.5M
Class C Warrants10.0M$4.5FV $10.2M
Private Placement Warrants9.5M$11.5
Nauru Warrants9.1M$4.72FV $33.1M
Classa Warrant4.3M$2FV $3.6M
Class B Warrants15,000$2FV $9,000
Korea Zinc Warrantsnot tagged$7FV $11.5M
Tonga Warrantsnot tagged$5.87FV $5.0M

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 13, 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

No convertible-note facts tagged in the 10-Q filed Aug 13, 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 outstanding441.1MAug 11, 2026
+ Public Warrants (if exercised)15.0MJun 30, 2026
+ Class C Warrants (if exercised)10.0MJun 30, 2026
+ Private Placement Warrants (if exercised)9.5MJun 30, 2026
+ Nauru Warrants (if exercised)9.1MJun 30, 2026
+ Classa Warrant (if exercised)4.3MJun 30, 2026
+ Class B Warrants (if exercised)15,000Jun 30, 2026
Fully diluted estimate489.1M+10.9% 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-3ASRMar 31, 2026fee exhibit found but no total offering amount (fees deferred, typical for automatic shelves)filing →
S-3Nov 30, 2023no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 0 executed · 1 registered.

REGISTEREDMar 31, 2026Automatic shelf registration — effective immediately (large filers)S-3ASR
UPDATEJun 18, 2025Prospectus update — often a resale registration, not necessarily new capital424B3
EXECUTEDJun 16, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMay 12, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDMay 12, 2025Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDNov 26, 2024Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDNov 15, 2024Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
UPDATEDec 21, 2023Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEDec 8, 2023SEC declared a registration effective — selling can beginEFFECT
REGISTEREDNov 30, 2023S-3 registration — capacity to sell shares, not a sale yetS-3
EXECUTEDAug 14, 2023Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
UPDATEApr 17, 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.

Keep going: float checker · offering calendar · short-squeeze screener · full TMC workspace