Venus Concept Inc. (VERO) - Dilution Analysis

Visualizing historical and potential share dilution over time

Dilution Analysis

High Risk
Significant dilution risk
Last updated: November 13, 2025

Risk Assessment Details

Potential Dilution: 83.28% of current shares
Recent Dilution: 180.48% (2 years)
Historical Dilution Factor: significant recent dilution
Outstanding Shares
1.9M
Potential Supply
1.5M
Additional shares possible
Splits
2 Splits 2 Reverse
Past 2 years

Summary

VERO currently has 1.86M outstanding shares. with significant dilution risk as 1.55M authorized shares could dilute existing holders by 83.3%. The company has significantly diluted shareholders by 180.48% over the past 2 years, indicating aggressive capital raising. Recent corporate actions include 2 stock splits (positive for accessibility) and 2 reverse splits (concerning signal).

Share Structure Timeline

Outstanding Shares
Total Supply

Historical Data Points

Date Event Outstanding Supply
Nov 13, 2025

10-Q filing | 1.9M shares outstanding

1.9M 1.5M
Oct 02, 2025

8-K filing: Venus Concept Inc. entered into an Exchange Agreement with Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP to exchange existing notes for 545,335 shares of Series Y Convertible Preferred Stock at $21.05 per share, closing on September 30, 2025.

1.9M 1.5M
Aug 14, 2025

10-Q filing | 1.9M shares outstanding

1.9M 1.5M
Jul 01, 2025

8-K filing: Venus Concept Inc. completed an exchange agreement on June 30, 2025, issuing 120,491 and 205,160 shares of Series Y Convertible Preferred Stock to Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP, respectively, at a price of $19.96 per share. ($10.6M proceeds)

710K 1.5M
Jun 20, 2025

S-1 filing: This prospectus relates to the resale of up to 899,870 shares of common stock issuable upon exercise of outstanding warrants.

710K 1.5M
Jun 09, 2025

8-K filing: Venus Concept Inc. closed a registered direct offering on June 9, 2025, issuing 434,720 shares of common stock at $2.65 per share, raising gross proceeds of approximately $1.15 million. ($1.15M proceeds)

710K 650K
May 15, 2025

10-Q filing | 0.7M shares outstanding

710K 650K
Apr 14, 2025

8-K filing: Venus Concept Inc. completed a registered direct offering on April 14, 2025, selling 386,700 shares of common stock at $4.06 per share, raising gross proceeds of approximately $1.57 million. ($1.57M proceeds)

660K 7.1M
Apr 11, 2025

8-K filing: Venus Concept Inc. completed a registered direct offering on April 10, 2025, selling 328,573 shares of common stock at $3.50 per share, raising gross proceeds of approximately $1.1 million. ($1.1M proceeds)

660K 7.1M
Apr 02, 2025
Stock Split

8-K filing: Venus Concept Inc. completed an exchange agreement involving the issuance of Series Y Convertible Preferred Stock in exchange for existing notes, and the company amended its certificate of designations which clarified that the conversion ratio of Series Y Preferred Stock-to-Common Stock is 1-for-9.0909 (instead of 1-for-100) following the 1-for-11 reverse split of the Common Stock, which occurred on March 3, 2025. ($10.97M proceeds)

660K 7.1M
Mar 31, 2025

10-K filing | 0.7M shares outstanding

660K 7.1M
Mar 03, 2025
Stock Split

8-K filing: Stock split 1-for-11 | Outstanding: 7,255,000 → 659,479

660K 7.1M
Nov 13, 2024

10-Q filing | 7.3M shares outstanding

7.3M 78M
Oct 24, 2024

S-3 filing: Venus Concept Inc. may offer and sell up to $30,368,647.94 in the aggregate of common stock, preferred stock, and debt securities from time to time in one or more offerings.

6.6M 78M
Sep 27, 2024

8-K filing: Venus Concept Inc. exchanged debt for new secured notes and 203,583 shares of Series Y Convertible Preferred Stock, and amended the Certificate of Designations to increase the authorized number of Series Y Preferred Stock from 600,000 to 900,000.

6.6M 12M
Aug 13, 2024

10-Q filing | 6.6M shares outstanding

6.6M 12M
May 28, 2024

8-K filing: Venus Concept Inc. entered into an Exchange Agreement with Madryn Health Partners, exchanging $35,000,000 in debt for $17,142,009 in new secured convertible notes and 576,986 shares of newly-created Series Y Convertible Preferred Stock.

5.8M 12M
May 15, 2024

10-Q filing | 5.8M shares outstanding

5.8M 12M
Apr 08, 2024

S-3 filing: The filing relates to the resale of up to 1,644,400 shares of common stock by selling stockholders, some of which are issuable upon conversion of notes and to pay accrued interest.

5.4M 12M
Apr 03, 2024

S-1 filing: This prospectus relates to the resale of up to 874,990 shares of common stock issuable upon exercise of outstanding warrants by the selling stockholders.

5.4M 11M
Apr 01, 2024

10-K filing | 5.4M shares outstanding

5.4M 9.9M
Feb 27, 2024

8-K filing: Venus Concept Inc. closed a registered direct offering and concurrent private placement on February 27, 2024, issuing 817,748 shares of common stock at $1.465 per share, raising gross proceeds of approximately $1.2 million. ($1.2M proceeds)

5.5M 9.9M
Jan 19, 2024

8-K filing: Venus Concept Inc. issued and sold $2,000,000 in secured subordinated convertible notes to EW Healthcare Partners, L.P. and EW Healthcare Partners-A, L.P., with a potential conversion into a maximum of 1,598,721 shares of Common Stock at an initial conversion price of approximately $1.251 per share.

5.5M 9.9M
Dec 01, 2023

S-3 filing: This S-3 filing is for the resale of up to 1,229,393 shares of common stock by selling stockholders, issuable upon conversion of Series X Convertible Preferred Stock.

5.5M 9.9M
Nov 22, 2023

S-3/A filing: This S-3/A filing, dated 2023-11-22, relates to the resale of up to 1,090,402 shares of common stock by selling stockholders, issuable upon conversion of outstanding shares of senior convertible preferred stock.

5.5M 8.7M
Nov 14, 2023

10-Q filing | 5.5M shares outstanding

5.5M 9.7M
Oct 20, 2023

8-K filing: Venus Concept Inc. consummated the fourth sale in a private placement, selling 502,513 shares of Senior Preferred Stock to EW Healthcare Partners for $2,000,000 on October 20, 2023. ($2.0M proceeds)

5.5M 9.7M
Oct 05, 2023

8-K filing: Venus Concept Inc. issued 248,755 shares of Series X Convertible Preferred Stock at $20.10 per share in exchange for a portion of outstanding secured convertible notes. ($5.0M proceeds)

5.5M 9.7M
Sep 08, 2023

8-K filing: Venus Concept Inc. sold 292,398 shares of Senior Preferred Stock to EW Healthcare Partners for $1,000,000 in a private placement on September 8, 2023. ($1.0M proceeds)

5.5M 9.7M
Aug 14, 2023

10-Q filing | 5.5M shares outstanding

5.5M 9.7M
Jul 14, 2023

S-3 filing: This S-3 filing relates to the resale of up to 2,082,426 shares of common stock by selling stockholders, issuable upon conversion of outstanding shares of senior convertible preferred stock. The company will not receive any proceeds from the sale.

5.2M 9.7M
Jul 12, 2023

8-K filing: Venus Concept Inc. completed the second sale in a private placement, selling 500,000 shares of Senior Preferred Stock to EW Healthcare Partners for $2,000,000 on July 12, 2023. ($2.0M proceeds)

5.2M 7.6M
May 15, 2023

10-Q filing | 5.2M shares outstanding

5.2M 7.6M
May 11, 2023
Stock Split

8-K filing: Stock split 1-for-15 | Outstanding: 77,125,328 → 5,141,688

5.1M 7.6M
Mar 27, 2023

10-K filing | 77.1M shares outstanding

77M 110M
Dec 19, 2022

S-3 filing: This S-3 filing relates to the resale of up to 33,600,000 shares of common stock by selling stockholders.

65M 110M
Nov 18, 2022

8-K filing: Venus Concept Inc. filed a Certificate of Designations for Voting Convertible Preferred Stock, authorizing 4,100,000 shares, and amended the Nonvoting Preferred Certificate to eliminate restrictions on Common Stock issuance upon conversion.

65M 80M
Nov 10, 2022

10-Q filing | 65.3M shares outstanding

65M 80M
Aug 12, 2022

10-Q filing | 64.1M shares outstanding

64M 80M
Jul 12, 2022

8-K filing: Venus Concept Inc. entered into a purchase agreement with Lincoln Park Capital Fund, LLC, allowing the Company to sell up to $11,000,000 of its common stock to Lincoln Park.

64M 80M
May 12, 2022

10-Q filing | 64.0M shares outstanding

64M 80M
Mar 28, 2022

10-K filing | 64.0M shares outstanding

64M 80M
Jan 14, 2022

S-3 filing: This prospectus relates to the resale of up to 13,599,173 shares of common stock by selling stockholders.

54M 80M
Dec 15, 2021

8-K filing: Venus Concept, Inc. entered into a stock purchase agreement to issue and sell 9,808,418 shares of common stock and 3,790,755 shares of nonvoting convertible preferred stock for gross proceeds of $17 million. ($34.0M proceeds)

54M 67M
Nov 12, 2021

10-Q filing | 54.1M shares outstanding

54M 67M
Oct 15, 2021

S-3 filing: Venus Concept Inc. may offer and sell up to $55,047,990.59 in the aggregate of common stock, preferred stock, and debt securities from time to time in one or more offerings.

54M 67M
Aug 13, 2021

10-Q filing | 54.1M shares outstanding

54M 40M
May 17, 2021

10-Q filing | 53.7M shares outstanding

54M 40M
Mar 29, 2021

10-K filing | 54.0M shares outstanding

54M 40M
Jan 29, 2021

S-3 filing: This S-3 filing relates to the resale of up to 8,213,881 shares of common stock by selling stockholders, issuable upon conversion of outstanding 8% secured subordinated convertible notes.

40M 40M
Nov 16, 2020

10-Q filing | 40.5M shares outstanding

40M 32M
Aug 13, 2020

10-Q filing | 40.3M shares outstanding

40M 32M
May 14, 2020

10-Q filing | 29.8M shares outstanding

30M 32M
Apr 17, 2020

S-3 filing: This S-3 filing relates to the resale of up to 15,575,000 shares of common stock by selling stockholders.

32M 32M
Mar 30, 2020

10-K filing | 32.2M shares outstanding

32M 16M
Jan 31, 2020

S-3 filing: This S-3 filing registers 16,387,026 shares of common stock for resale by selling stockholders, including 12,465,110 issued and outstanding shares and 3,921,916 shares issuable upon exercise of warrants.

N/A 16M
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