Last raise Aug 1, 2025, 424B5: Up to $5.0M of shares at the market; before the 1-for-25 reverse split by Mar 4, 2026
Known so far: no new shares beyond today's 2.6M · shelf room about $2.2M · not yet read: warrants, converts, options, ATM.
Shelf room
Room todayabout $2.2M
One third of float$2.2M ($6.5M float, Jun 30, 2025)
Sold off it, 12 monthsnothing
How this is worked out
Shelf room about $2.2M on the S-3 of Oct 21, 2026: the baby-shelf rule (public float under $75M) caps sales at one third of the $6.5M public float stated as of Jun 30, 2025, $2.2M, nothing sold off it in the last 12 months. Sources: S-3/A Oct 21, 2026, effective Oct 26, 2026 · public float, as of Jun 30, 2025.
1.3M registered for resale, already counted in today's shares where issued; all likely already outstanding.
5.0M shares registered for resale (200K after the 1-for-25 reverse split by Mar 4, 2026; 7.6% of today's 2.6M) under the S-1 of Dec 20, 2024, newest prospectus the 424B3 of Dec 31, 2024; likely already outstanding
2.4M shares registered for resale (94.8K after the 1-for-25 reverse split by Mar 4, 2026; 3.6% of today's 2.6M) under the S-3 of Apr 12, 2024, newest prospectus the 424B5 of May 2, 2025; likely already outstanding
4.3M shares registered for resale (174K after the 1-for-25 reverse split by Mar 4, 2026; 6.6% of today's 2.6M) under the S-1 of Nov 8, 2023, newest prospectus the 424B5 of May 2, 2025; likely already outstanding
6.7M shares registered for resale (269K after the 1-for-25 reverse split by Mar 4, 2026; 10.3% of today's 2.6M) under the S-3 of May 30, 2025, newest prospectus the 424B3 of Jun 10, 2025; likely already outstanding
13.8M shares registered for resale (553K after the 1-for-25 reverse split by Mar 4, 2026; 21.1% of today's 2.6M) under the S-3 of Dec 12, 2025, newest prospectus the 424B5 of Dec 19, 2025; likely already outstanding
Already in the Aug 12, 2026 share count: the shares sold in the 424B5 of Jun 18, 2025 (EDGAR).
What could become new Adial Pharmaceuticals (AZR) shares, from the S-3 and 424B prospectus covers we have read. Shares registered for resale are kept out of the total: where already issued, they are in today's share count.
Read so far: the cover share count (2.6M shares, +201% from 873K on Aug 8, 2025, adjusted for the 1-for-25 reverse split by Mar 4, 2026) and the prospectus covers below. Not read yet: warrants, convertible notes, options and RSUs and an ATM program.Read them on EDGAR: the latest 10-Q/A · S-3 shelf filings.
Registrations and share actions on EDGAR (89 filings)
Registration statements, prospectuses, effectiveness notices, information statements and share sales, newest first. Showing the newest 15 of 89. Each links to the filing on EDGAR.
424B5Prospectus for shares being soldUp to 13.8M shares (57.6% of the 24.0M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
S-8Registration of shares for employee stock plans
8-K + 424B5Financing: agreement (8-K) with a 424B5 prospectus filed the same dayUp to $5.0M of shares at the market; before the 1-for-25 reverse split by Mar 4, 2026
424B5Prospectus for shares being soldSize not stated on the cover
8-K + 424B5Financing: agreement (8-K) with a 424B5 prospectus filed the same day5.3M shares (67.6% of the 7.9M then) at $0.3251, $3.6M gross; before the 1-for-25 reverse split by Mar 4, 2026
S-1/AAmended registration statement for new shares
424B3Prospectus for shares being soldUp to 6.7M shares (85.2% of the 7.9M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
424B5Prospectus for shares being sold2.4M shares (36.0% of the 6.6M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
424B5Prospectus for shares being sold4.3M shares (66.0% of the 6.6M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
424B3Prospectus for shares being soldUp to 5.0M shares (78.1% of the 6.4M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
S-8Registration of shares for employee stock plans
424B3Prospectus for shares being sold2.4M shares (58.4% of the 4.1M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
8-K + 424B5Financing: agreement (8-K) with a 424B5 prospectus filed the same dayUp to at $3.26, $4.3M gross; before the 1-for-25 reverse split by Mar 4, 2026
S-3Shelf registration for resale by existing holders
S-3Shelf registration: room to sell new shares later
S-8Registration of shares for employee stock plans
424B3Prospectus for shares being soldUp to 4.3M shares (356.4% of the 1.2M then) for resale by existing holders; before the 1-for-25 reverse split by Mar 4, 2026
424B3Prospectus for shares being soldUp to 1.7M shares (6.1% of the 28.5M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
8-K + 424B5Financing: agreement and unregistered share sale (8-K) with a 424B5 prospectus filed the same day1.8M shares (6.8% of the 26.9M then) at $0.41, $750K gross; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
S-8Registration of shares for employee stock plans
424B3Prospectus for shares being sold4.0M shares (16.8% of the 23.7M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
S-3/AAmended shelf registration for resale by existing holders
S-3Shelf registration for resale by existing holders
8-K + 424B5Financing: agreement and unregistered share sale (8-K) with a 424B5 prospectus filed the same day2.3M shares (11.2% of the 20.8M then) at $1.00, $10.0M gross; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
424B3Prospectus for shares being sold200K shares (1.0% of the 20.8M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
424B3Prospectus for shares being sold1.7M shares (9.5% of the 17.5M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
S-1/AAmended registration statement; new shares or resale not read yet
424B3Prospectus for shares being soldUp to 700K shares (4.0% of the 17.5M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
S-3Shelf registration for resale by existing holders
424B3Prospectus for shares being soldUp to 700K shares (4.0% of the 17.5M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
424B3Prospectus for shares being soldUp to 2.8M shares (20.0% of the 14.2M then) for resale by existing holders; before two reverse splits, 1-for-25 by Aug 18, 2023 and 1-for-25 by Mar 4, 2026
S-8Registration of shares for employee stock plans
Shares outstanding
2.6M
Nov 2024 to Aug 2026: from 256K to 2.6M. Adjusted for the 1-for-25 reverse split by Mar 4, 2026: each earlier count is divided by the ratio of every split after it.
From the share count on the cover of each 10-Q and 10-K, dated as each cover states.
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