Offerings // GAIA, INC

GAIA offering history

Every offering-related filing in GAIA, INC’s recent SEC record — registrations (announced capacity) kept separate from pricing documents (executed sales). Reviewed 1,000 filings back to Jul 5, 2005.

Last executed offering

Feb 6, 2025

424B5 — priced deal (shares or notes)

Last registration (announced)

Jan 26, 2026

S-3 — capacity, not a sale

Executed, last 12 months

424B pricings + 8-K 3.02 sales

Registered, last 12 months

S-1/S-3/F-series registrations

Date	Filing		What it means
Feb 5, 2026	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Feb 4, 2026	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Jan 26, 2026	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Feb 6, 2025	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Feb 5, 2025	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Dec 20, 2024	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Dec 12, 2024	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Jul 2, 2024	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Jul 1, 2024	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Jun 17, 2024	S-1 →	REGISTERED	S-1 registration — capacity to sell shares, not a sale yet
Oct 4, 2023	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Oct 2, 2023	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Dec 23, 2021	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
May 25, 2021	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
May 21, 2021	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
May 3, 2021	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Mar 22, 2018	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Mar 21, 2018	424B5 →	EXECUTED	Shelf takedown priced — shares or notes (small-caps: usually shares; open the filing to confirm)
Oct 19, 2016	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Sep 30, 2016	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Oct 18, 2013	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Oct 4, 2013	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Jan 11, 2011	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Nov 18, 2010	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Feb 27, 2008	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Feb 21, 2008	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
Nov 19, 2007	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Nov 8, 2007	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
May 19, 2006	S-3MEF →	REGISTERED	S-3MEF registration — capacity to sell shares, not a sale yet
May 19, 2006	424B2 →	EXECUTED	Prospectus supplement priced — shares or notes (large filers: often a bond deal)
May 17, 2006	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
May 5, 2006	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
Apr 7, 2006	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Aug 26, 2005	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Jul 13, 2005	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)

GAIA offering-related filings from SEC EDGAR, newest first (capped at 40). Each links to the original document.

Two honest limits. (1) A 424B takedown can price shares or notes — EDGAR’s metadata doesn’t say which, so open the document: large investment-grade filers use these mostly for bond deals (no dilution), small-caps mostly for shares. (2) At-the-market (ATM) programs sell shares gradually and individual sales are not separately filed — the visible footprint is the enabling shelf and its 424B5; actual ATM share counts surface later in the 10-Q/10-K share count. Educational information from public filings, not investment advice.

Is a shelf active now? →Do they need money? →Red flags →Full GAIA workspace →

GAIA offering FAQ

When did GAIA last execute an offering?

Per SEC filings, GAIA, INC's most recent priced offering document is a 424B5 filed 2025-02-06. Note a 424B takedown can price shares or notes (debt) — the linked document says which.

When did GAIA last announce or register an offering?

The most recent registration is a S-3 filed 2026-01-26. A registration is capacity to sell shares — not a sale.

Does an offering always mean dilution?

Registered direct offerings and shelf takedowns issue new shares and dilute existing holders. Resale registrations (424B3/B7) let existing holders sell and do not create new shares. Secondary sales by insiders also do not dilute. Each row here is labeled with what it is.