BIAFbioAffinity Technologies, Inc. · NASDAQ Capital Market
Effective Supply — the real overhang

From what's tradeable today to what's realistically coming. Bigger = more selling pressure ahead.

573.5K
Reported Float
522.9K
Tradeable Now
(estimated float)
▲ data says 573.5Koverstated 10%
1.15M
Effective Supply
2.45M
Fully Diluted
Dilution risk8/10
CONFIDENCE: MEDIUM
HIGHAssessed Aug 24, 2026Trigger: Reverse splitCRITICALPre-funded warrant overhang exceeding the entire floatCRITICALNear-the-money warrant overhang at 2.2x float

Pending supply is 366% of the tradeable float (1,913,778 post-split shares vs 522,877 float). The dominant near-term mechanism is 616,135 post-split pre-funded warrants at a $0.105 nominal strike — 118% of the float, exercisable now, requiring no company action and no price condition. Behind them sit 1,128,270 post-split Series A/B warrants at $7.09, only 22% above the $5.82 quote — near-the-money, not out-of-the-money — plus 16,924 placement agent warrants at the same strike, gated only on a stockholder vote the company will schedule. The legacy warrant book (122,260 shares, weighted-average strike ~$335 post-split) is functionally dead and contributes almost nothing. The Series B preferred is small in share terms at the stated $3.00 pre-split floor (6,667 shares) but carries a live full-ratchet that has already reset once, and the 424B3 states a $0.10 floor rather than $3.00 — under that reading the same 300 preferred shares become 200,000 post-split shares, 38% of float. Recent activity is at the extreme end: six financings in fifteen months, an active ATM with $5.8M of remaining capacity against a ~$3.1M market cap (185%), continuous preferred conversions, and an XBRL-verified 78.7% share count increase in the three months ended 2026-08-03. Not scored a 9-10 only because the largest warrant block is stockholder-approval-gated and the legacy warrants are unreachably out of the money.

Share Structure

Float to Fully Diluted Breakdown

LIKELY STALE

Reported float from Insight Sentry (522,876.69) — sanity-checked and determined to be POST-1:15-split; it equals 96.8% of post-split shares outstanding (540,115), which is coherent. The same feed's shares_outstanding field (121,525,870) is corrupted — it equals 8,101,725 x 15 (the split factor applied in the wrong direction) and must be discarded.. Adjusted based on SEC filing analysis.

Reported Float573K23.4%
Warrants1.88M76.8%
pre-funded564K shares at $0.105
common564K shares at $7.09
common564K shares at $7.09
pre-funded52K shares at $0.105
common46K shares at $67.5
common42K shares at $67.5
placement_agent17K shares at $7.09
placement_agent8K shares at $13.2
common7K shares at $382.5
common6K shares at $2390.25
common6K shares at $1379.25
common4K shares at $1379.25
common2K shares at $358.8
common1K shares at $562.5
placement_agent111 shares at $675
placement_agent71 shares at $738
Other30K1.2%
Convertible Notes7K shares
Options / RSUs24K shares
≈ Estimated Actual Float

Reported float + filing adjustments

523K

MEDIUM confidence

Pending Shares as % of Float366%

Registered and convertible shares that could enter the float relative to current float size.

Fully Diluted2.45M100%

Share estimates are approximate. Convertible share counts based on current price. Review SEC filings for exact terms.

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Dilution profile
Reverse splits (3)
  • 1-for-15·Aug 24, 2026this month
  • 1-for-30·Sep 18, 2025~11 mo ago
  • 1-for-7
Active mechanisms
  • 616,135 post-split pre-funded warrants at $0.105 nominal strike, exercisable immediately (564,135 from the Aug 2026 PIPE + 52,000 unexercised from the June 2026 offering)
  • 1,128,270 post-split Series A/B warrants at $7.09 (22% OTM vs $5.82), exercisable upon Stockholder Approval, 5-year term
  • Series B Convertible Preferred — 300 shares remaining with a full-ratchet conversion price reset (stated floor $3.00 pre-split / $45.00 post-split; 424B3 states $0.10 floor — unresolved conflict)
  • At-the-market program with WallachBeth Capital — $5,801,000 remaining eligible, 3.0% commission, actively used (114,672 shares / $1.2M gross through 2026-06-30)
  • Pending resale registration for the entire August 2026 PIPE (~1,709,396 post-split shares) due effective ~2026-09-26
  • Effective resale registration (424B3, 2026-05-12) for 497,483 pre-split anti-dilution warrant and preferred conversion shares
  • 2024 Equity Incentive Plan reserve increased from 66,666 to 1,000,000 shares on 2026-04-30 (66,667 post-split), ~20% of then-fully-diluted
  • DEF 14A Proposal No. 7 authority for non-public offerings of up to 10,000,000 shares / $10,000,000 at discounts up to 35% below market

Market Data

Price

$4.56

Market Cap

$3.87M

Outstanding

592.4K

Float

573.5K

Avg Volume

1.24M

Exchange: NASDAQ|Source: Insight Sentry