Every S-1 that Fusemachines Inc. Warrants (FUSEW) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A S-1 covers the registration statement a company files to sell shares publicly, so if you follow FUSEW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FUSEW filings page.
Fusemachines Inc. (FUSE) seeks registration of up to 7,549,411 shares of Common Stock for resale by selling stockholders. The total includes 2,258,935 issued and outstanding shares and up to 5,290,476 shares issuable upon note conversion or warrant exercise, including up to 1,190,476 note-conversion shares and 4,100,000 warrant shares. Selling stockholders determine when and how to sell. Fusemachines will receive no proceeds from resales, but may receive proceeds from cash warrant exercises. These shares may not be sold until the registration statement is effective.
The August 2026 notes have $2.5 million aggregate original principal, convert at $4.20 per share, and mature February 12, 2027, when they must be repaid in cash. While outstanding, 33% of net proceeds from any financing and 33% of proceeds under the Forward Purchase Agreement must repay them. Cash was approximately $368,000 at June 30, 2026; during the six months ended June 30, 2026, Fusemachines used approximately $3.511 million in cash for operating activities. The company disclosed substantial doubt about its ability to continue as a going concern and identified material weaknesses in internal control over financial reporting. Nasdaq granted Fusemachines' hearing request after notifying it that its securities are subject to delisting; the hearing is scheduled for November 3, 2026.
Fusemachines Inc. is registering up to 11,363,636 shares of common stock for resale by Roth Principal Investments under a committed equity facility. These shares may be issued over up to 36 months as Fusemachines, at its discretion, sells stock to Roth for up to $20,000,000 in funding.
Fusemachines will receive no proceeds from Roth’s resale of the shares, only from its primary sales to Roth, which are priced off Nasdaq VWAP with 3%–5% discounts and a $0.50 minimum price. As of April 10, 2026, 28,939,240 shares were outstanding, and Nasdaq rules cap new issuances to Roth at 5,750,000 shares unless shareholders approve more.
Fusemachines Inc. filed a prospectus covering the resale of up to 11,363,636 shares of common stock by Roth Principal Investments under a committed equity facility. Fusemachines is not selling shares in this offering and will not receive proceeds from Roth’s resales.
The company may sell up to $20,000,000 of stock directly to Roth over a 36‑month period at discounts to market VWAP, subject to Nasdaq’s 19.99% Exchange Cap and a 4.99% beneficial ownership limit. If fully issued, these shares would significantly dilute existing holders and could pressure the trading price as Roth resells into the market.
Fusemachines Inc. has filed a pre-effective S-1/A registering the potential issuance of up to 9,487,500 shares of common stock upon exercise of public warrants and the resale of up to 26,548,715 shares by selling stockholders. The warrants have a cash exercise price of $11.50 per share, compared with a recent Nasdaq price of $1.60, and full cash exercises could generate about $109.1 million for the company. Fusemachines will not receive proceeds from stockholder resales but will cover related offering expenses other than underwriting discounts and commissions. The AI-focused company, recently public via a SPAC business combination, highlights extensive risk factors, ongoing losses, funding needs, internal control weaknesses and going concern language while operating as an emerging growth and smaller reporting company.