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

KIDZ AI Inc. (KIDZW)

CIK 2022308 · all EDGAR filings →

Overall dilution risk
HIGHworst of 4 computed sub-ratings (offering ability)
= the worst band among the computed sub-ratings, no hidden weighting
Offering ability
HIGH$353M 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
HIGHwarrants = 1468% 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-82% 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~18.4 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

2025-04-292026-03-31

Latest: 1.2M shares as of Mar 31, 2026 (10-K).

⊙
EVIDENCE — filed/published fact
SourceSEC XBRL, cover-page share count
Fielddei:EntityCommonStockSharesOutstanding
As of2026-03-31
HowThe newest cover-page count as filed. It is used as the current count only while it is no more than about 15 months older than the company’s newest periodic filing; the float checker applies a 200-day rule and sets it beside the balance-sheet count.
Open the source document →
Share count fell from 6.5M to 1.2M between Nov 12, 2025 and Mar 31, 2026, a pattern consistent with a reverse split (roughly 1-for-6); simultaneous issuance can skew the raw ratio, so confirm in the filings. The red bar marks the cliff.

Cash runway

Funded — but tight

~18 months of cash · watch

Full breakdown: cash runway tool · source filing →

Warrants

Warrants outstanding: 17.2M underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $11.5 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 18.4M = 1.2M O/S + 17.2M 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

Convertible debt on the balance sheet: $5.0M as of May 31, 2026, tagged only as a company-wide total.

Reported conversion price: $5.13 (aggregate figure as tagged; individual notes can vary).

This filer tagged totals without per-note dimensions in its 10-Q filed Aug 13, 2026 →, so per-note terms (maturities, individual conversion prices) live in the exhibit prose and are not parsed here.

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 outstanding1.2MMar 31, 2026
+ Warrants (aggregate, as tagged) (if exercised)17.2MJun 30, 2026
+ Convertible debt (aggregate carrying / conversion price) (if fully converted)980,994.152May 31, 2026
Fully diluted estimate19.4M+1551.9% 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

Registered offering capacity on live registrations: $353.1Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-1Jun 29, 2026$152.6M registeredfiling →
S-3May 1, 2026$200.0M registeredfiling →
S-1Oct 24, 2025$0.4M registeredfiling →

Last 12 months: 7 executed · 3 registered.

EXECUTEDSep 17, 2026Unregistered share sale disclosed (8-K item 3.02)8-K →
EXECUTEDJul 22, 2026Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4 →
EFFECTIVEJul 22, 2026SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDJul 16, 2026S-1/A registration — capacity to sell shares, not a sale yetS-1/A →
REGISTEREDJun 29, 2026S-1 registration — capacity to sell shares, not a sale yetS-1 →
EXECUTEDJun 5, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5 →
EXECUTEDMay 29, 2026Unregistered share sale disclosed (8-K item 3.02)8-K →
EXECUTEDMay 22, 2026Unregistered share sale disclosed (8-K item 3.02)8-K →
EXECUTEDMay 14, 2026Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)424B5 →
EFFECTIVEMay 12, 2026SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDMay 1, 2026S-3 registration — capacity to sell shares, not a sale yetS-3 →
UPDATEApr 22, 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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