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

GeneDx Holdings Corp. (WGS)

CIK 1818331 · 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)
registered capacity, not remaining: amounts already taken down are not subtracted yet
Overhead supply
LOWwarrants = 2% 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+16% 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
LOWoperating cash flow positive
= 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

2021-11-082026-07-27

Latest: 29.8M shares as of Jul 27, 2026 (10-Q). Share count fell from 798.2M to 25.6M between Mar 14, 2023 and May 2, 2023, a pattern consistent with a reverse split (roughly 1-for-31); simultaneous issuance can skew the raw ratio, so confirm in the filings. The red bar marks the cliff.

Cash runway

Self-funding

generates cash

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Public Warrants457,323not tagged
Private Placement Warrants209,192not tagged
Public Warrantnot taggednot taggedFV $755,000
Private Warrantnot taggednot taggedFV $345,000

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 3, 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: 666,515 underlying shares, as reported Jun 30, 2026 (10-Q).

Balance-sheet fair value of warrants: $143.1M as of Jul 22, 2021.

Rough fully diluted estimate: 30.5M = 29.8M O/S + 666,515 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 Aug 3, 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 outstanding29.8MJul 27, 2026
+ Public Warrants (if exercised)457,323Jun 30, 2026
+ Private Placement Warrants (if exercised)209,192Jun 30, 2026
Fully diluted estimate30.5M+2.2% 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-3ASROct 28, 2025$100.0M registeredfiling →

Last 12 months: 0 executed · 1 registered.

REGISTEREDOct 28, 2025Automatic shelf registration — effective immediately (large filers)S-3ASR
EFFECTIVESep 10, 2025SEC declared a registration effective — selling can beginEFFECT
EXECUTEDApr 16, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDApr 30, 2024Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDApr 29, 2024Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDOct 30, 2023Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJan 30, 2023Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDJan 30, 2023Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
EXECUTEDJan 26, 2023Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5
UPDATESep 7, 2022Prospectus update — often a resale registration, not necessarily new capital424B3
EFFECTIVESep 7, 2022SEC declared a registration effective — selling can beginEFFECT
EFFECTIVESep 7, 2022SEC declared a registration effective — selling can beginEFFECT

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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