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

Versus Systems Inc. (VS)

CIK 1701963 · 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
HIGHF-1/A on file 2023-10-12
= 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
MEDIUMwarrants = 28% 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+148% 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~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

2020-12-312026-08-12

Latest: 6.2M 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 15.6M to 4.2M between Dec 31, 2021 and Dec 31, 2022, a pattern consistent with a reverse split (roughly 1-for-4); 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: 1.7M underlying shares, as reported Jun 30, 2026 (10-Q).

Reported exercise price: $11.46 (aggregate figure as tagged; individual tranches vary).

Balance-sheet fair value of warrants: $0 as of Mar 31, 2024.

Rough fully diluted estimate: 7.9M = 6.2M O/S + 1.7M 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
Convertible Promissory Note$2.5M—not tagged——

Notes exactly as the company dimensioned them in its 10-Q filed Aug 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 outstanding6.2MAug 12, 2026
+ Warrants (aggregate, as tagged) (if exercised)1.7MJun 30, 2026
Fully diluted estimate7.9M+27.8% 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

Last 12 months: 1 executed · 0 registered.

EXECUTEDJun 29, 2026Unregistered share sale disclosed (8-K item 3.02)8-K →
EXECUTEDDec 26, 2024Unregistered share sale disclosed (8-K item 3.02)8-K →
UPDATENov 20, 2024Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVENov 18, 2024SEC declared a registration effective — selling can beginEFFECT →
EXECUTEDOct 22, 2024Unregistered share sale disclosed (8-K item 3.02)8-K →
UPDATEApr 29, 2024Prospectus update — often a resale registration, not necessarily new capital424B3 →
EFFECTIVEApr 26, 2024SEC declared a registration effective — selling can beginEFFECT →
EXECUTEDOct 16, 2023Final prospectus — offering priced (typical for IPOs and marketed share deals)424B4 →
REGISTEREDOct 12, 2023F-1/A registration — capacity to sell shares, not a sale yetF-1/A →
EFFECTIVEOct 12, 2023SEC declared a registration effective — selling can beginEFFECT →
EFFECTIVESep 29, 2023SEC declared a registration effective — selling can beginEFFECT →
REGISTEREDSep 22, 2023F-3/A registration — capacity to sell shares, not a sale yetF-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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