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

cbdMD, Inc. (YCBD)

CIK 1644903 · all EDGAR filings →

Overall dilution risk
HIGHworst of 4 computed signals (historical dilution)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
MEDIUM$7.7M 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 = 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
HIGH+268% 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~21.8 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

2021-05-122026-05-13

Latest: 10.5M shares as of May 13, 2026 (10-Q). Share count fell from 65.4M to 1.5M between Feb 13, 2023 and Apr 24, 2023, a pattern consistent with a reverse split (roughly 1-for-45); 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

Warrants outstanding: 48,957 underlying shares, as reported Sep 30, 2024 (10-K).

Reported exercise price: $1.25 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 10.5M = 10.5M O/S + 48,957 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
Investors 8 Senior Secured Original Issue 20 Discount Convertible Promissory Note$1.5M—not tagged8%—

Notes exactly as the company dimensioned them in its 10-Q filed May 14, 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 outstanding10.5MMay 13, 2026
+ Warrants (aggregate, as tagged) (if exercised)48,957Sep 30, 2024
Fully diluted estimate10.5M+0.5% 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: $7.7Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-1Jan 22, 2026$1.9M registeredfiling →
S-1Jan 5, 2026$4.5M registeredfiling →
S-1Nov 7, 2025$1.3M registeredfiling →

Last 12 months: 4 executed · 5 registered.

EXECUTEDMar 4, 2026Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4 →
EFFECTIVEMar 4, 2026SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDFeb 20, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A →
REGISTEREDJan 22, 2026S-1 registration — capacity to sell shares, not a sale yetS-1 →
EXECUTEDJan 14, 2026Unregistered share sale disclosed (8-K item 3.02)8-K →
UPDATEJan 14, 2026Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVEJan 13, 2026SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDJan 5, 2026S-1 registration — capacity to sell shares, not a sale yetS-1 →
EXECUTEDDec 23, 2025Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4 →
EFFECTIVEDec 23, 2025SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDDec 22, 2025S-1/A registration — capacity to sell shares, not a sale yetS-1/A →
REGISTEREDNov 7, 2025S-1 registration — capacity to sell shares, not a sale yetS-1 →

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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