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Possible new LendingTree shares

TREEDilution

Known so far: no new shares from the prospectus covers read · shelf not limited by the baby-shelf rule · not yet read: warrants, ATM.

Shelf room

  • Room today not capped by the baby-shelf rule ($411M float, Jun 30, 2025)
How this is worked out

Shelf room on the S-3 of Jul 11, 2024: not limited by the baby-shelf rule, because the $411M public float stated as of Jun 30, 2025 is $75M or more. Sources: S-3/A Jul 11, 2024, effective Jul 11, 2024 · public float, as of Jun 30, 2025.

What could become new LendingTree (TREE) shares: convertible notes and options and RSUs, each with the 10-Q, 10-K, S-3 or 424B filing it comes from.

LendingTree dilution ladder

Every source of new shares on record, from the filings that created it.

14M outstanding; up to 15M fully diluted, +7%

  1. Outstandingas of Jul 27, 2026 (10-Q filed Jul 31) · share count on the cover page
    14M
  2. Convertible notes200K shares10-Q Oct 31, 2025 · securities left out of diluted EPS
    +200K
  3. Options and RSUs800K options, 0 RSUs10-Q Oct 31, 2025 · securities left out of diluted EPS
    +800K

Not stated in the filings we read: an ATM program, warrants.

Counts, sizes and prices as stated in each filing; the fully diluted count is arithmetic on them. Dollars become shares only at a price a filing states. Not advice.

Financing terms to know

None found in filings since Oct 31, 2025.

Each term is quoted from the exhibit it comes from; numbers are as stated in the filing. A flag describes a financing term. It is not investment advice.

Shares outstanding

14.0M

Oct 2024 to Jul 2026: from 13.4M to 14.0M.

From the share count on the cover of each 10-Q and 10-K, dated as each cover states.