STAK Inc. (NASDAQ: STAK) has a tradeable public float of roughly 4.01 million Class A shares — but a single pending offering could more than triple the supply available to the market.
The company filed an F-1 — a registration statement for a primary offering by a foreign issuer — in November 2025 covering 3 million Units at an assumed price of about $1.00 each. Every Unit carries two warrants exercisable at $1.20, adding another 6 million potential Class A shares behind the initial tranche. That is 9 million shares registered against a 4-million-share float.
If the offering closes, float expands roughly 75% overnight to about 7 million shares. The warrants then sit just above the recent market level, creating a second wave of supply that equals about 150% of the current float on its own.
The dual-class wrinkle
STAK's 13.21 million total shares outstanding split into two classes. Only 4.01 million are Class A — the shares retail investors actually trade. The remaining 9.2 million are Class B super-voting shares, each carrying 30 votes, held entirely by CEO Chuanbo Jiang (7.7 million via Lanying Capital Ltd) and COO Huyun Gao (1.5 million via MT. Yang Holding Ltd). Those Class B shares are convertible one-for-one into Class A at any time, though affiliate sales would be capped by Rule 144 volume limits — a regulation that restricts how many shares insiders can sell in any 90-day window.
The practical result: insiders control 82.5% of voting power and hold 70% of all shares, but none of that stock is in the public float today.
Data-service mismatch
Retail tools are showing conflicting numbers. Insight Sentry reports approximately 10.01 million shares outstanding — about 3.2 million fewer than the 13.21 million disclosed in STAK's own filings. It also reports no float figure at all. Services that blend Class A and Class B without distinguishing them risk overstating tradeable supply by two to three times.
What is not here
The current structure carries no convertible notes, no preferred equity, no at-the-market facility — a mechanism that lets a company sell shares continuously into the open market — and no equity line of credit. The only existing warrants are 70,517 held by IPO underwriter Kingswood Capital Partners at a $4.80 strike, which is far above recent levels and effectively inert.
Financing trajectory
STAK went public in February 2025 at $4.00 per share, raising about $5.6 million. Nine months later it filed the F-1 at roughly $1.00 per Unit — a 75% markdown. The offering is structured as a direct sale with no placement agent, which typically signals limited institutional demand. That cadence — an IPO followed quickly by a steeply discounted second raise with heavy warrant coverage — is a pattern often associated with repeated dilution cycles in micro-cap issuers.
ShareStructure assigns STAK a dilution risk grade of 4 out of 10 (MODERATE). The base structure is clean, but the grade reflects the outsized pending overhang: whether and when that F-1 becomes effective determines whether the float stays at 4 million shares or begins a staged expansion toward 13 million — more than a threefold increase from where it sits today.