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

Q/C TECHNOLOGIES, INC. (QCLS)

CIK 1321834 · 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$127M registered
= total registered offering amount from the fee exhibits of live registrations (bands: $1M / $20M)
one or more live registrations had no structured fee data, so the true total is AT LEAST this
Overhead supply
LOWwarrants = 1% 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~14.5 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

2021-05-142026-08-12

Latest: 8.2M shares as of Aug 12, 2026 (10-Q).

⊙
EVIDENCE — filed/published fact
SourceSEC XBRL, cover-page share count
Fielddei:EntityCommonStockSharesOutstanding
As of2026-08-12
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 176.6M to 4.2M between Aug 18, 2025 and Nov 17, 2025, a pattern consistent with a reverse split (roughly 1-for-42); simultaneous issuance can skew the raw ratio, so confirm in the filings. The red bar marks the cliff.

Cash runway

Funded — but tight

~15 months of cash · watch

Full breakdown: cash runway tool · source filing →

Warrants

TrancheWarrantsExercise priceTermNotes
Series H Long Term Warrants1.4M$5——
Series H Warrants1.4M$5——
First Tranche Warrant100,000$5——
Second Tranche Warrant100,000$5——
Third Tranche Warrant100,000$7.5——
Fourth Tranche Warrant100,000$10——
Series G Short Term Warrants49,288$181.6——
Series G Long Term Warrants49,288$181.6——
Series F One Short Term Warrants27,813$181.61.5y—
Series F One Long Term Warrants27,813$181.65y—
Series G Long Term Warrants Series F1 Private Placementnot tagged$181.6——
Series G Warrantsnot tagged$18.32——

Tranches exactly as the company dimensioned them in its 10-Q filed Aug 12, 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: 61,333 underlying shares, as reported Apr 7, 2020 (10-Q).

Reported exercise price: $5.25 (aggregate figure as tagged; individual tranches vary).

Rough fully diluted estimate: 8.3M = 8.2M O/S + 61,333 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 12, 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 outstanding8.2MAug 12, 2026
+ Series H Long Term Warrants (if exercised)1.4MSep 30, 2025
+ Series H Warrants (if exercised)1.4MSep 2, 2025
+ First Tranche Warrant (if exercised)100,000Oct 1, 2025
+ Second Tranche Warrant (if exercised)100,000Oct 1, 2025
+ Third Tranche Warrant (if exercised)100,000Oct 1, 2025
+ Fourth Tranche Warrant (if exercised)100,000Oct 1, 2025
+ Series G Short Term Warrants (if exercised)49,288Jun 30, 2026
+ Series G Long Term Warrants (if exercised)49,288Jun 30, 2026
+ Series F One Short Term Warrants (if exercised)27,813Jun 30, 2026
+ Series F One Long Term Warrants (if exercised)27,813Jun 30, 2026
Fully diluted estimate11.5M+41.0% 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: $127.0Mfrom the structured fee exhibits; registered is not remaining, takedowns are not subtracted

S-3Feb 11, 2026$100.0M registeredfiling →
S-3Oct 3, 2025$27.0M registeredfiling →
S-3Jun 21, 2024no structured fee exhibit in this filing (predates fee-data XBRL or fee deferred)filing →

Last 12 months: 1 executed · 1 registered.

EFFECTIVEFeb 17, 2026SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDFeb 11, 2026S-3 registration — capacity to sell shares, not a sale yetS-3 →
EXECUTEDDec 9, 2025Unregistered share sale disclosed (8-K item 3.02)8-K →
UPDATEDec 1, 2025Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVENov 28, 2025SEC declared a registration effective — selling can beginEFFECT →
EXECUTEDOct 3, 2025Unregistered share sale disclosed (8-K item 3.02)8-K →
REGISTEREDOct 3, 2025S-3 registration — capacity to sell shares, not a sale yetS-3 →
EXECUTEDSep 2, 2025Unregistered share sale disclosed (8-K item 3.02)8-K →
EXECUTEDOct 7, 2024Unregistered share sale disclosed (8-K item 3.02)8-K →
UPDATEAug 12, 2024Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVEAug 12, 2024SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDAug 8, 2024S-3/A registration — capacity to sell shares, not a sale yetS-3/A →

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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