State of small-cap dilution: Q4 2025

Offering filings

43

Prospectuses, shelf and resale registrations and offering 8-Ks SEC Tracker read as offerings

Companies

23

Issuers with a public float under $300M

Median new shares (2 filings)

36%

Shares offered over shares outstanding before, where both are stated

State warrant coverage

0%

Filings that state warrant coverage

Findings

1. 43 offering filings from 23 companies with a public float under $300M in Q4 2025: 3 priced offerings, 6 private placements, 6 resale registrations, 28 of a type not identified. Source rows
2. The largest stated size: $25.19M, a priced offering by VERU INC. filed 2025-10-30. 424B5 0001193125-25-258535
3. Where the filing states both shares offered and shares outstanding (2 filings), the median offering added 36% new shares; 1 filing added 20% or more. Source rows
4. In the 2 filings that state a price and a last sale price, the median price was 22% below the last sale. Source rows
5. 0 of 43 filings (0%) state warrant coverage; the rest do not state it. Source rows
6. The 5 filings that state a size add up to $52.51M. Source rows

By type 4

What each filing is, as SEC Tracker reads it.

Largest by stated size 5

The 20 largest offerings by the size the filing states.

20% or more new shares 1

Offerings that add at least a fifth to the shares outstanding before them.

All companies by size 4

Every offering filing in the quarter by public float, for context; the report above counts the first row only.

Every filing 43

Every small-cap offering filing counted above, newest first.

How this is counted

• Source: S-1, S-3, F-1, F-3, 424B prospectuses, resale registrations and offering 8-Ks on SEC EDGAR, read by SEC Tracker as they are filed.
• Small cap means a public float under $300M on the company's latest 10-K cover page; companies that state no float are left out of the headline and counted in the size table.
• New shares are shares offered over shares outstanding before the offering, both as the filing states them. Discount is the offering price against the last sale price the filing states. Nothing here uses market data.
• A filing SEC Tracker could not classify is counted as type not identified, never guessed.

Computed by SEC Tracker from SEC EDGAR filings; each row links to its filing. Not investment advice. Not affiliated with the U.S. SEC. The same data is available to AI assistants through the SEC Tracker MCP (tool get_report).