GMEX Robotics Corp (NASDAQ: GMEX) has approximately 16.8 million shares registered and issuable under two series of floating-rate convertible notes — roughly 15 times its estimated tradeable float of about 1.09 million shares. That single ratio is the defining structural fact of this company.

The issuer, originally incorporated as Fitell Corporation, currently shows 1,811,250 shares outstanding after a cumulative compression of roughly 8,064-to-one across four reverse splits executed in ten months: 1-for-16 (September 2025), 1-for-8 (January 2026), 1-for-7 (May 2026), and 1-for-9 (July 2, 2026). Each consolidation reduced the share count on paper, but the convertible notes that sit above the common equity continue to generate new shares at a discount to prevailing trading levels — a pattern sometimes called a dilution-and-consolidation cycle.

The convertible architecture

Two note series dominate the capital structure:

• Series A senior secured convertible notes (~$12 million outstanding, 6% coupon / 13% on default): convert at the lower of a fixed price or 95% of the ten-day volume-weighted average price (VWAP) — meaning the note holder pays roughly 5% below the prevailing market price each time shares are issued.
• Series C senior secured convertible notes ($50 million face value, similar terms): carry an "alternate conversion" triggered on default at 93% of the lowest trading price over ten days, with a floor conversion price of $0.44. At that floor, Series C alone could produce approximately 113 million new shares — more than 60 times current shares outstanding.

Both series are registered under an effective F-3 shelf (File No. 333-284232), so converted shares become free-trading immediately on issuance. Monthly interest can also be paid in shares. A Series B facility of up to $30 million on substantially the same floating terms remains undrawn, adding further latent supply.

Additional shelf and ATM capacity

Beyond the convertibles, GMEX maintains a $150 million shelf registration with roughly $73.7 million of remaining capacity, plus an at-the-market (ATM) equity program — a standing arrangement that lets the company sell freshly issued shares directly into the open market — with approximately $6.9 million currently available under the so-called "baby shelf" rule, which caps issuance at one-third of public float for smaller issuers.

The company is authorized to issue up to 31,250,000 shares of Class A common stock. That ceiling is roughly 17 times current shares outstanding, but at the Series C conversion floor it would be insufficient to absorb full conversion without a further authorization increase.

Covenant-driven triggers

The notes contain structural tripwires. If GMEX's market capitalization falls below $3 million for five of any seven trading days, the notes enter default — escalating the coupon to 13% and enabling the more aggressive 93%-of-low alternate conversion. A separate covenant requires at least $500,000 in cash at each quarter-end. With $741,855 in cash on the most recent filing, the margin is thin.

Holder base

The insider block — principally SKMA Capital and Investment Ltd, controlled by director Jieting Zhao — holds an estimated 39.6% of shares outstanding via Class B stock. Former 10% holder HRT Financial LP, a high-frequency market maker, liquidated its entire position in late April 2026 and subsequently reappeared with a small inventory lot, consistent with trading-desk activity rather than a committed institutional stake.

GMEX's authorized-share headroom stands at roughly 29.4 million unissued shares — enough to accommodate the registered note overhang at current conversion estimates, but far short of what full conversion at the $0.44 floor would require.