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

TheRealReal, Inc. (REAL)

CIK 1573221 · 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
HIGHS-3ASR on file 2026-05-08
= is there a registration (S-1/S-3 family) on file without a later withdrawal
no structured fee data on the live registrations, so this is a yes/no, not a size
Overhead supply
LOWwarrants = 6% 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+19% O/S in 3y
= share count now vs 3 years ago (bands: 30% / 100%); a reverse split pushes this negative
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

2020-11-012026-07-31

Latest: 121.7M shares as of Jul 31, 2026 (10-Q).

Cash runway

Self-funding

profitable · generates cash

Full breakdown: cash runway tool · source filing →

Warrants

Warrants outstanding: 7.2M underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $1.71 (aggregate figure as tagged; individual tranches vary).

Down-round (price protection) accounting has been tagged in this filer’s XBRL: some instrument carries repricing protection. Which tranche requires reading the exhibits.

Rough fully diluted estimate: 128.8M = 121.7M O/S + 7.2M 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

NotePrincipalCarryingConv. priceRateIf converted
2031 Convertible Senior Notes$190.1M$183.7Mnot tagged4%
2029 Convertible Senior Notes$146.9M$144.3Mnot tagged
2028 Convertible Senior Notes$48.2M$47.8Mnot tagged1%
2025 Convertible Senior Notesnot tagged$0not tagged3%

Notes exactly as the company dimensioned them in its 10-Q filed Aug 6, 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 outstanding121.7MJul 31, 2026
+ Warrants (aggregate, as tagged) (if exercised)7.2MJun 30, 2026
Fully diluted estimate128.8M+5.9% 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

S-3ASRMay 8, 2026fee exhibit found but no total offering amount (fees deferred, typical for automatic shelves)filing →

Last 12 months: 1 executed · 1 registered.

REGISTEREDMay 8, 2026Automatic shelf registration — effective immediately (large filers)S-3ASR
EXECUTEDAug 21, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDFeb 10, 2025Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMar 16, 2021Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDMar 8, 2021Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJun 23, 2020Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJun 16, 2020Unregistered share sale disclosed (8-K item 3.02)8-K
EXECUTEDJun 28, 2019Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4
EFFECTIVEJun 27, 2019SEC declared a registration effective — selling can beginEFFECT
REGISTEREDJun 24, 2019S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDJun 17, 2019S-1/A registration — capacity to sell shares, not a sale yetS-1/A
REGISTEREDJun 6, 2019S-1/A registration — capacity to sell shares, not a sale yetS-1/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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