OneMedNet Corp — Form S-1
Filed July 1, 2026 · analyzed by the Registration Agent
S-1
▼ Likely negative
significance 72/100
What the filing says
OneMedNet Corp filed an S-1 on July 1, 2026 to register 11,680,535 shares for resale: (i) 8,500,000 shares issuable under a Standby Equity Purchase Agreement (SEPA) with YA II PN, Ltd. (Yorkville) dated July 1, 2026, allowing up to $25M in equity draws at 97% of market price; (ii) 1,885,078 shares issued to Dr. Thomas Kosasa between August 2025–June 2026 at prices ranging $0.63–$0.93/share, totaling ~$1.6M; and (iii) 1,295,457 shares issued to Dr. Jeffrey Yu in April–June 2026 (including 219,429 shares for prior compensation conversion) at $0.58–$0.83/share, totaling ~$0.85M. Company receives no proceeds from resales. The filing includes auditor going-concern warning, Nasdaq $1.00 bid-price non-compliance notice (180-day cure period ending Oct 12, 2026), and material weaknesses in internal controls.
Why this rating
18.1% equity dilution for existing shareholders, severe going-concern doubt, Nasdaq delisting risk, and $25M potential dilution from SEPA are material to $13.8M market-cap company. Negative but manageable financing outcome given distress.
View original filing on SEC.gov ↗
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