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

VisionWave Holdings, Inc. (VWAV)

CIK 2038439 · 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$259M 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
MEDIUMwarrants = 33% 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+75% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
Cash need
HIGH~0.1 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

2025-08-192026-05-20

Latest: 25.4M shares as of May 20, 2026 (10-Q).

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

Warrants outstanding: 8.4M underlying shares, as reported Mar 31, 2026 (10-Q).

Reported exercise price: $0.01 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 33.8M = 25.4M O/S + 8.4M 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
Convertible Notesnot tagged$43,795not tagged

Notes exactly as the company dimensioned them in its 10-Q filed May 20, 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 outstanding25.4MMay 20, 2026
+ Warrants (aggregate, as tagged) (if exercised)8.4MMar 31, 2026
+ Convertible debt (aggregate carrying / conversion price) (if fully converted)483,169.9Mar 31, 2026
Fully diluted estimate34.3M+35.0% 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: $258.5Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3Aug 3, 2026$119.8M registeredfiling →
S-1Apr 16, 2026$43.4M registeredfiling →
S-1Aug 29, 2025$95.3M registeredfiling →

Last 12 months: 9 executed · 6 registered.

EXECUTEDAug 10, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
REGISTEREDAug 3, 2026S-3 registration — capacity to sell shares, not a sale yetS-3
UPDATEJul 23, 2026Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVEJul 22, 2026SEC declared a registration effective — selling can beginEFFECT
EXECUTEDJul 21, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
REGISTEREDJul 7, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A
EXECUTEDJun 25, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
REGISTEREDApr 16, 2026S-1 registration — capacity to sell shares, not a sale yetS-1
EXECUTEDApr 13, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMar 9, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDFeb 27, 2026Unregistered share sale disclosed (8-K item 3.02)8-K
UPDATEFeb 24, 2026Prospectus 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.

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