Sonnet BioTherapeutics Holdings, Inc. (SONN) - Dilution Analysis

Visualizing historical and potential share dilution over time

Dilution Analysis

High Risk
Significant dilution risk
Last updated: December 16, 2025

Risk Assessment Details

Potential Dilution: 5700.0% of current shares
Recent Dilution: 529.36% (2 years)
Historical Dilution Factor: significant recent dilution
Outstanding Shares
1
Potential Supply
57
Additional shares possible
Splits
1 Split 1 Reverse
Past 2 years

Summary

SONN currently has 1 outstanding shares. with significant dilution risk as 57 authorized shares could dilute existing holders by 5700.0%. The company has significantly diluted shareholders by 529.36% over the past 2 years, indicating aggressive capital raising. Recent corporate actions include 1 stock split (positive for accessibility) and 1 reverse split (concerning signal).

Share Structure Timeline

Outstanding Shares
Total Supply

Historical Data Points

Date Event Outstanding Supply
Dec 16, 2025

10-K filing | 0.0M shares outstanding

1 57
Dec 09, 2025

POS AM filing: Registration Statement No. 333-276250 on Form S-3 relates to the offer and sale of up to $100 million of Common Stock, preferred stock, warrants, debt securities, subscription rights and/or units of the Company, in the aggregate by the Company, as declared effective by the SEC on January 4, 2024

6.8M 0
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of up to 4,016,064 shares of Common Stock, 4,016,064 pre-funded warrants to purchase up to 4,016,064 shares of Common Stock, 8,032,128 warrants to purchase up to 8,032,128 shares of Common Stock, 120,481 underwriter warrants to purchase up to 120,481 shares of Common Stock, 4,016,064 shares of Common Stock issuable upon exercise of the pre-funded warrants, 8,032,128 shares of Common Stock issuable upon exercise of the warrants and 120,481 shares of Common Stock issuable upon exercise of the underwriter warrants, in the aggregate by the Company, as declared effective by the SEC on October 26, 2023.

6.8M 24K
Dec 09, 2025

POS AM filing: Registration Statement No. 333-276250 on Form S-3 relates to the offer and sale of up to $100 million of Common Stock, preferred stock, warrants, debt securities, subscription rights and/or units of the Company, in the aggregate by the Company, as declared effective by the SEC on January 4, 2024

6.8M 4.4M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-276250 on Form S-3 relates to the offer and sale of up to $100 million of Common Stock, preferred stock, warrants, debt securities, subscription rights and/or units of the Company, in the aggregate by the Company, as declared effective by the SEC on January 4, 2024

6.8M 4.4M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of various securities of Common Stock, as declared effective by the SEC on October 26, 2023

6.8M 5.5M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of securities by the Company, as declared effective by the SEC on October 26, 2023.

6.8M 5.5M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of various securities including shares of Common Stock, pre-funded warrants, and underwriter warrants.

6.8M 21M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of securities by the Company, as declared effective by the SEC on October 26, 2023

6.8M 21M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-276250 on Form S-3 relates to the offer and sale of up to $100 million of Common Stock, preferred stock, warrants, debt securities, subscription rights and/or units of the Company, in the aggregate by the Company, as declared effective by the SEC on January 4, 2024.

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-276250 on Form S-3 relates to the offer and sale of up to $100 million of Common Stock, preferred stock, warrants, debt securities, subscription rights and/or units of the Company, in the aggregate by the Company, as declared effective by the SEC on January 4, 2024

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-276250 on Form S-3 relates to the offer and sale of up to $100 million of Common Stock, preferred stock, warrants, debt securities, subscription rights and/or units of the Company, in the aggregate by the Company, as declared effective by the SEC on January 4, 2024

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of various securities including common stock and warrants.

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of various securities including common stock and warrants.

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of securities by the Company, as declared effective by the SEC on October 26, 2023.

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of up to 4,016,064 shares of Common Stock, 4,016,064 pre-funded warrants to purchase up to 4,016,064 shares of Common Stock, 8,032,128 warrants to purchase up to 8,032,128 shares of Common Stock, 120,481 underwriter warrants to purchase up to 120,481 shares of Common Stock, 4,016,064 shares of Common Stock issuable upon exercise of the pre-funded warrants, 8,032,128 shares of Common Stock issuable upon exercise of the warrants and 120,481 shares of Common Stock issuable upon exercise of the underwriter warrants, in the aggregate by the Company, as declared effective by the SEC on October 26, 2023

6.8M 24M
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of various securities including common stock and warrants.

6.8M 0
Dec 09, 2025

POS AM filing: Registration Statement No. 333-274581 on Form S-1, as amended, relates to the offer and sale of various securities.

6.8M 0
Aug 13, 2025

10-Q filing | 6.8M shares outstanding

6.8M 24M
Jul 14, 2025

8-K filing: Sonnet BioTherapeutics Holdings, Inc. entered into a Business Combination Agreement with Rorschach I LLC and Hyperliquid Strategies Inc, involving mergers and equity transactions, including PIPE offerings and subscription agreements for shares of Company Common Stock, convertible preferred stock and warrants. ($310.5M proceeds)

3.2M 28M
Jul 02, 2025

8-K filing: Sonnet BioTherapeutics Holdings, Inc. completed a sale of convertible notes and warrants to accredited investors for $2.0 million plus approximately $50,000 additional proceeds from the sale of the Warrants. ($0.05M proceeds)

3.2M 28M
May 13, 2025

10-Q filing | 3.2M shares outstanding

3.2M 28M
Feb 13, 2025

10-Q filing | 3.1M shares outstanding

3.1M 28M
Jan 30, 2025

S-1/A filing: This S-1/A filing registers shares of common stock for resale by selling stockholders, including shares issuable upon exercise of warrants.

3.1M 28M
Jan 30, 2025

S-1/A filing: This S-1/A filing registers up to 2,000,000 shares of common stock that may be issued to Chardan Capital Markets LLC pursuant to a committed equity facility, and also registers up to 625,000 shares of common stock that have been or may be issued to Chardan in the Facility pursuant to the Purchase Agreement.

3.1M 28M
Jan 22, 2025

S-1 filing: This S-1 filing registers the resale of common stock and common stock issuable upon exercise of warrants by selling stockholders.

3M 15M
Jan 22, 2025

S-1 filing: Sonnet BioTherapeutics Holdings, Inc. files an S-1 to offer up to 2,000,000 shares of common stock through Chardan Capital Markets LLC, as well as up to 625,000 additional shares previously registered on Form S-1 (File No. 333-279095), and may receive up to $25.0 million in aggregate gross proceeds from Chardan under a purchase agreement.

3M 15M
Jan 13, 2025

POS AM filing: This POS AM filing relates to the potential offer and sale from time to time by Chardan Capital Markets LLC of up to 625,000 shares of common stock under a committed equity facility.

3M 9.8M
Dec 17, 2024

10-K filing | 3.0M shares outstanding

3M 10M
Dec 10, 2024

8-K filing: Sonnet BioTherapeutics Holdings, Inc. entered into securities purchase agreements for a registered direct offering and concurrent private placements, selling shares of common stock, pre-funded warrants, and common warrants for gross proceeds of approximately $3.9 million.

680K 13M
Nov 08, 2024

8-K filing: Sonnet BioTherapeutics Holdings, Inc. closed a public offering of 155,000 shares of common stock, pre-funded warrants for 956,111 shares, and warrants for 2,222,222 shares at a combined price of $4.50 per share/warrant and $4.4999 per pre-funded warrant/warrant, resulting in net proceeds of approximately $4.2 million for the company.

680K 13M
Nov 06, 2024

S-1/A filing: The company is offering shares of common stock and common warrants to purchase common stock.

680K 13M
Nov 04, 2024

S-1/A filing: S-1/A filing for offering of common stock and warrants.

680K 12M
Oct 28, 2024

S-1 filing: The company is filing an S-1 to offer common stock, pre-funded warrants, and common warrants. Each share of common stock and pre-funded warrant is being sold together with a common warrant to purchase shares of our common stock.

680K 8.4M
Sep 30, 2024
Stock Split

8-K filing: Stock split 1-for-8 | Outstanding: 5,037,508 → 629,688

630K 8.4M
Aug 14, 2024

10-Q filing | 5.0M shares outstanding

5M 67M
Jul 05, 2024

S-3 filing: This prospectus relates to the resale of up to 5,770,140 shares of Sonnet BioTherapeutics Holdings, Inc. common stock issuable upon the exercise of outstanding warrants, including warrants issued to the placement agent, and also relates to an inducement offer letter agreement.

3.1M 69M
Jun 20, 2024

8-K filing: Sonnet BioTherapeutics Holdings, Inc. entered into inducement offer letter agreements with holders of existing warrants to purchase up to 2,828,500 shares of common stock at a reduced exercise price of $1.20 per share, in consideration for the Company's agreement to issue new common stock purchase warrants to purchase an aggregate of 5,657,000 shares of common stock. ($3.4M proceeds)

3.1M 60M
May 15, 2024

S-1/A filing: This S-1/A filing relates to the potential offer and sale from time to time by Chardan Capital Markets LLC of up to 5,000,000 shares of common stock pursuant to a ChEF Purchase Agreement.

3.1M 60M
May 14, 2024

10-Q filing | 3.1M shares outstanding

3.1M 60M
May 03, 2024

S-1 filing: The filing is an S-1 relating to the potential offer and sale from time to time by Chardan Capital Markets LLC of up to 5,000,000 shares of common stock pursuant to a ChEF Purchase Agreement.

3.1M 60M
Feb 14, 2024

10-Q filing | 3.1M shares outstanding

3.1M 56M
Dec 22, 2023

S-3 filing: Sonnet BioTherapeutics Holdings, Inc. is filing an S-3 to offer up to $100,000,000 of common stock, preferred stock, warrants, senior or subordinated debt securities, subscription rights and units.

3.1M 56M
Dec 14, 2023

10-K filing | 3.1M shares outstanding

3.1M 1.8M
Oct 19, 2023

S-1/A filing: This is an S-1/A filing for offering 4,016,064 shares of common stock, pre-funded warrants to purchase up to 4,016,064 shares of common stock, and common warrants to purchase up to 8,032,128 shares of common stock.

1.8M 3.1M
Oct 04, 2023

S-1/A filing: The company is offering shares of common stock, pre-funded warrants, common warrants and underwriter warrants.

1.8M 12M
Sep 28, 2023

S-1/A filing: This S-1/A filing relates to an offering of common stock, pre-funded warrants, and common warrants.

1.8M 2.6M
Sep 19, 2023

S-1 filing: This S-1 filing outlines an offering of common stock, pre-funded warrants, common warrants, and underwriter warrants, with the intention to use net proceeds for research and development, working capital, and general corporate purposes.

1.8M 0
Aug 31, 2023
Stock Split

8-K filing: Stock split 1-for-22 | Outstanding: 38,511,014 → 1,750,325

1.8M 0
Aug 14, 2023

10-Q filing | 38.5M shares outstanding

39M 0
Jul 28, 2023

S-1 filing: This prospectus relates to the resale from time to time, by the selling stockholders of up to 5,150,000 shares of common stock they may acquire upon the exercise of outstanding warrants issued in a private placement and up to 150,000 shares of Common Stock that are issuable upon the exercise of certain warrants issued to our placement agent.

27M 0
Jun 30, 2023

8-K filing: Sonnet BioTherapeutics Holdings, Inc. agreed to sell and issue 3,660,000 shares of common stock at $0.45 per share and 1,340,000 pre-funded warrants at $0.4499 per warrant, along with warrants to purchase up to 5,000,000 additional shares, for gross proceeds of approximately $2.25 million. ($2.25M proceeds)

27M 0
May 10, 2023

10-Q filing | 27.5M shares outstanding

27M 0
Feb 13, 2023

10-Q filing | 20.2M shares outstanding

20M 0
Feb 13, 2023

8-K filing: Sonnet BioTherapeutics Holdings, Inc. completed a public offering of 11,664,888 shares of common stock and pre-funded warrants to purchase 2,224,000 shares, along with common warrants to purchase 27,777,776 shares, for gross proceeds of approximately $15.0 million. ($12.83M proceeds)

8.6M 0
Feb 06, 2023

S-1/A filing: Offering of up to 13,888,888 shares of common stock, pre-funded warrants to purchase up to 13,888,888 shares of common stock, and common warrants to purchase up to 27,777,776 shares of common stock.

8.6M 13M
Jan 30, 2023

S-1/A filing: S-1/A filing for offering of common stock, pre-funded warrants, and common warrants.

8.6M 21M
Jan 19, 2023

S-1 filing: The company is offering shares of common stock and common warrants to purchase shares of common stock, as well as pre-funded warrants to certain purchasers.

8.6M 0
Dec 15, 2022

10-K filing | 7.9M shares outstanding

7.9M 87K
Nov 09, 2022

8-K filing: Sonnet BioTherapeutics Holdings, Inc. sold 2,477,383 shares of its common stock through BTIG under an At-the-Market Sales Agreement for gross proceeds of $6,089,106.90 and filed a prospectus supplement registering the offer and sale of shares of common stock of up to an additional $1,660,000 pursuant to the Sales Agreement. ($6.09M proceeds)

4.3M 3.7M
Sep 21, 2022

8-K filing: Sonnet BioTherapeutics Holdings, Inc. announced the mandatory conversion of its preferred stock into 552,282 shares of common stock at a conversion price of $4.074 per share, scheduled to occur on or before September 30, 2022.

4.3M 3.7M
Sep 16, 2022
Stock Split

8-K filing: Stock split 1-for-14 | Outstanding: 60,294,838 → 4,306,774

4.3M 3.7M
Aug 31, 2022

S-3 filing: This prospectus relates to the resale of up to 11,597,947 shares of Sonnet BioTherapeutics Holdings, Inc. common stock by the selling stockholders.

60M 52M
Aug 15, 2022

10-Q filing | 60.6M shares outstanding

61M 40M
Aug 15, 2022

8-K filing: Sonnet BioTherapeutics Holdings, Inc. entered into a Securities Purchase Agreement for a private placement of preferred stock and warrants and plans a reverse stock split subject to stockholder approval.

60M 40M
May 10, 2022

10-Q filing | 60.3M shares outstanding

60M 40M
Feb 08, 2022

10-Q filing | 60.3M shares outstanding

60M 40M
Dec 17, 2021

10-K filing | 60.3M shares outstanding

60M 40M
Aug 25, 2021

8-K filing: Sonnet BioTherapeutics Holdings, Inc. closed a public offering of 33,193,485 shares of common stock and pre-funded warrants to purchase 2,100,632 shares of common stock, along with common warrants to purchase up to 35,294,117 shares, at a price of $0.85 per share and $0.8499 per pre-funded warrant, resulting in gross proceeds of approximately $30.0 million. ($30.0M proceeds)

25M 76M
Aug 16, 2021

10-Q filing | 25.0M shares outstanding

25M 76M
Aug 16, 2021

S-1/A filing: S-1/A filing for offering of common stock, pre-funded warrants, and common warrants.

25M 76M
Aug 03, 2021

S-1/A filing: S-1/A filing for up to 26,785,714 shares of common stock and up to 26,785,714 pre-funded warrants.

25M 40M
Jul 22, 2021

S-1 filing: The company is filing an S-1 to offer shares of its common stock and pre-funded warrants to purchase shares of common stock.

25M 0
Jun 14, 2021

8-K filing: Sonnet BioTherapeutics Holdings, Inc. completed the final issuance of shares under its At-the-Market Sales Agreement with BTIG, selling an aggregate of 7,454,238 shares for gross proceeds of $15,874,999. ($15.87M proceeds)

15M 0
May 17, 2021

POS AM filing: This prospectus relates to an aggregate of up to 105,812 shares of common stock issuable upon the future exercise of certain outstanding warrants.

18M 0
May 17, 2021

10-Q filing | 14.7M shares outstanding

15M 0
Feb 16, 2021

10-Q filing | 17.6M shares outstanding

18M 0
Jan 12, 2021

S-3 filing: This prospectus relates to the resale of up to 11,329,463 shares of common stock issuable upon exercise of outstanding warrants.

15M 0
Dec 17, 2020

S-3 filing: The company is registering for offering and sale from time to time pursuant to Rule 415 under the Securities Act up to $100,000,000 aggregate offering price of common stock, preferred stock, warrants to purchase shares of common stock or preferred stock, debt securities, subscription rights to purchase common stock or debt securities or units composed of any of the foregoing.

9.2M 0
Dec 17, 2020

10-K filing | 14.7M shares outstanding

15M 0
Aug 14, 2020

10-Q filing | 9.2M shares outstanding

9.2M 0
Aug 04, 2020

8-K filing: Sonnet BioTherapeutics Holdings, Inc. entered into Warrant Exercise and Omnibus Amendment Agreements with Holders, reducing the exercise price of Series A Warrants to $3.19 per share, and the Holders agreed to exercise all of their Series A Warrants with respect to an aggregate of 3,300,066 shares of Common Stock, expecting to receive aggregate gross proceeds before expenses of approximately $10.5 million. They also amended the Series B warrants to remove a provision and set the number of shares underlying at 4,532,526. ($10.5M proceeds)

550K 0
Jul 13, 2020

S-3/A filing: The filing is an S-3/A form related to a shelf offering of common stock. The prices for the shares will be determined by the prevailing public market price, negotiations, or as described in the plan of distribution.

550K 0
Jun 26, 2020

S-3/A filing: The filing relates to a shelf offering of common stock, with prices determined by the prevailing market or negotiations.

550K 0
May 18, 2020

10-Q filing | 0.5M shares outstanding

550K 0
Apr 22, 2020

S-3 filing: The filing relates to a shelf offering of common stock, with the prices to be determined by market conditions, negotiations, or as described in the plan of distribution.

550K 0
Apr 20, 2020

8-K filing: Sonnet BioTherapeutics Holdings, Inc. issued Series A and Series B warrants to investors on April 16, 2020, exercisable for 3,300,066 and 2,247,726 shares of common stock, respectively, following the completion of a business combination and a private placement transaction.

550K 0
Apr 03, 2020
Stock Split

8-K filing: Chanticleer Holdings, Inc. enacted a 1-for-26 reverse stock split, changed its name to Sonnet BioTherapeutics Holdings, Inc., and completed a private placement for $19 million comprised of a credit to Chardan and cash from investors. Series 1 Preferred Units were redeemed and extinguished for $13.50 per unit, and 8% debentures were cancelled. Additionally, Series 2 Preferred Stock were exchanged for shares of preferred stock in Amergent. ($19.0M proceeds)

550K 0
Mar 26, 2020

8-K filing: ChanticleerHoldings, Inc. reduced the exercise price of 382,928 outstanding warrants to $0.50 as an inducement for exercise, with settlement occurring between March 19, 2020 and March 25, 2020.

3.7M 4.1M
Mar 24, 2020

S-3 filing: Resale of up to 4,149,564 shares of common stock by selling shareholders, including shares issuable upon conversion of Series 2 Convertible Preferred Stock and shares held by certain other stockholders registered on a piggyback basis.

3.7M 4.1M
Mar 19, 2020

10-K filing | 3.7M shares outstanding

3.7M 0
Mar 09, 2020

8-K filing: Chanticleer Holdings Inc. completed the sale and issuance of 1,500 shares of Series 2 Convertible Preferred Stock in two tranches for $1,500,000; 1,000 shares on February 11, 2020, and the remaining 500 shares on March 6, 2020. ($1.5M proceeds)

N/A 0
Feb 18, 2020

8-K filing: Chanticleer Holdings Inc. sold 1,000 shares of Series 2 Preferred Stock for gross proceeds of $1,000,000 on February 11, 2020, as part of a previously reported Securities Purchase Agreement. ($1.0M proceeds)

N/A 0
Feb 07, 2020

8-K filing: Chanticleer entered into a Securities Purchase Agreement for the sale of up to 1,500 shares of a new series of convertible preferred stock with an institutional investor for gross proceeds of up to $1,500,000. ($1.5M proceeds)

N/A 0
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