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The Filing Desk · Monday, July 27, 2026
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Our Bond Registers 10M Resale Shares Equal to 47% of Outstanding Stock

The now-effective S-1 covers a $50 million equity line with a single funder that prices shares at a discount to VWAP and includes full-ratchet repricing provisions on attached preferred stock.

Our Bond, Inc. (NASDAQ: OBAI) has had its S-1 registration statement declared effective as of July 21, 2026, clearing 10,000,000 shares for resale by a single selling stockholder — Ascent Partners Fund LLC, an entity affiliated with Dominion Capital. Those shares represent roughly 47% of the company's 21,074,608 shares currently outstanding.

Because the filing is a resale registration — meaning the shares are registered on behalf of an existing holder rather than sold directly by the company — Ascent Partners is now free to begin selling into the open market at its discretion.

What the Filing Covers

The registered shares underpin a $50 million standby equity purchase agreement, commonly called an equity line of credit or ELOC — a facility that lets the company, at its choosing, direct the funder to purchase newly issued shares in exchange for cash. Ascent Partners then resells those shares on the open market using this registration.

Pricing is set at 96% of the lowest volume-weighted average price (VWAP) over a rolling 10-day window — meaning Ascent Partners pays 4% below the weakest recent trading price. The structure also includes a post-closing downward true-up reset, a mechanism that can further reduce the effective purchase price after settlement if the stock continues to decline.

There is no disclosed price floor. That is significant. Without a floor, the discount pricing remains operative regardless of how low the share price falls.

Series G Preferred and Full-Ratchet Repricing

The arrangement also involves Series G preferred stock carrying a full-ratchet anti-dilution provision — meaning that if the company issues shares at a lower price in any future transaction, the preferred conversion price automatically resets downward to match. The current conversion price stands at $2.0265, while the stock last traded near $0.65. That gap is wide. A full-ratchet reset at current market levels would dramatically increase the number of common shares issuable upon conversion.

The filing's red-flag profile is dense: variable pricing, no floor, a reset provision, and full-ratchet repricing all appear in one structure. The company has also disclosed Nasdaq deficiency notices across all three continued-listing standards — minimum bid price, market value of publicly held shares, and market value of listed securities.

A Pattern of Repricing

OBAI's capital history shows serial warrant repricings, with exercise prices ratcheted down from $12.35 to $1.25 across successive rounds. Each repricing effectively increased the dilutive share count available to holders. The current ELOC extends that pattern into a new instrument.

What to Watch

Because this is a resale registration tied to an equity line, supply will not arrive in a single block. Shares reach the market incrementally as the company draws down on the facility — a flow that could unfold over weeks or months. With effectiveness already in hand, the first drawdown could come as early as this week, entirely at the company's discretion.

Read the original filing on SEC EDGAR →
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ShareStructure provides algorithmic, data-driven analysis of public SEC filings and does not provide investment advice. ShareStructure receives no compensation from the companies it covers. An affiliated entity (Darrow Group) provides paid investor-relations services to some public companies; ShareStructure does not publish coverage of those companies while an engagement is active. Analysis is derived from primary-source filings and is not a recommendation to buy or sell any security.