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8-K424B5 ·Filed May 20, 2026

SNAL

Snail, Inc.
BEARISH
Impact 5/10
Horizonweeks Processed5mo ago SEC0001493152-26-024701
Actionable Insight ▼ Bearish

The ATM capacity expansion adds modest incremental dilution overhang for a micro-cap stock. Monitor daily SNAL trading volume for ATM tap activity — elevated volume on weak days likely signals H.C. Wainwright selling into the market. Longs should watch for any placement announcements; the $1.16 last-sale price against the $1.70 public-float reference suggests shares may be sold well below recent highs, exacerbating downward pressure.

DirectionBearish
Confidencehigh
Horizonweeks
Final — all horizons settled through T+60d
SNAL ▼ -45.96% at T+60d
SHORT call ✓ call won +45.96% · α vs SPY +50.27% · entry $5.70 → $3.08
Entry = T+0 close
May 21, 2026
via day close
T+1d
-3.51%
call +3.51% · α +3.90%
$5.50
settled 5mo ago
T+5d
-20.70%
call +20.70% · α +22.55%
$4.52
settled 5mo ago
T+20d
-49.65%
call +49.65% · α +50.13%
$2.87
settled 4mo ago
T+60d
-45.96%
call +45.96% · α +50.27%
$3.08
settled 2mo ago

Price Chart

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Executive Summary

Snail, Inc. filed an 8-K and 424B5 on May 20, 2026, amending its existing ATM offering agreement with H.C. Wainwright & Co. to increase the remaining capacity by $3.66 million in new shelf capacity. The company has already sold $4.37 million under the prior ATM tranche. With a market cap of ~$48M and non-affiliate public float of ~$24M, the incremental $3.66M ATM capacity represents ~15% dilution overhang relative to current market cap at a stock price of $1.16 (last reported sale on May 15, 2026). This is a routine capital-access mechanism with no immediate issuance, but the persistent ATM overhang is a structural headwind for a micro-cap stock.

Key Facts

  • ATM capacity increased to $3,660,000 of Class A common stock via Amendment No. 1 to the prospectus supplement.
  • $4,367,863 in shares already sold under the prior ATM program before this amendment.
  • Non-affiliate public float valued at $24,086,494 (14,168,526 shares at $1.70 reference price).
  • Last reported sale price of SNAL on May 15, 2026 was $1.16 per share, implying ~45% discount from the $1.70 reference used for the public float calculation.
  • Sales agent H.C. Wainwright & Co. receives up to 3.0% commission on gross proceeds.
  • Company is under no obligation to issue any shares under the expanded ATM; utilization is at its discretion.

Financial Impact

Potential dilution of up to $3.66M in new shares, representing ~15% of current ~$48M market cap, added on top of $4.37M already sold via prior ATM tranche.

dilutionshare count

Risk Factors

  • Further dilution from ATM sales if management exercises discretion to issue shares below $1.16.
  • Continued equity overhang suppresses any rally as the ATM cap creates an overhang.
  • General Instruction I.B.6 of Form S-3 constrains further shelf access based on public float — this increase may be the last available tranche under current limits.

Market Snapshot

Exchange
Nasdaq
Sector
Services-Prepackaged Software
Analyst Consensus
86% bullish (7 analysts)

Investment Themes

Software & IT

Documents Analyzed

This report is based on 9 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (SNAL) — Batch item 10001493152-26-024701
Exhibit: ex5-1.htm0001493152-26-024699
Document: 0001493152-26-024701-index-headers.html0001493152-26-024701
Document: 0001493152-26-024701-index.html0001493152-26-024701
Document: 0001493152-26-024701.txt0001493152-26-024701
424B5 Filing (SNAL) — Batch item 60001493152-26-024699
Document: 0001493152-26-024699-index-headers.html0001493152-26-024701
Document: 0001493152-26-024699-index.html0001493152-26-024701
Document: 0001493152-26-024699.txt0001493152-26-024701
7 reports for SNAL
Performance horizon

Track record builds as more directional reports settle.

Filters
Rows
Reports for SNAL — sortable, filterable
TypeNow
Sep 1, 2026
8w ago
8-K
MIXED ★ 6/10
$2.75 $2.43▼ −11.82%▼ −13.00%$2.47 (−10.18%)
Aug 11, 2026
10w ago
Press Release
BEARISH ★ 6/10
$2.91 $2.56▲ +12.03%▲ +10.13%$2.47 (+15.12%)
May 22, 2026
22w ago
Press Release
NEUTRAL ★ 3/10
$5.50 $2.89▼ −47.45%▼ −46.09%$2.47 (−55.09%)
May 20, 2026
22w ago
8-K / 424B5
BEARISH ★ 5/10
$5.70 $2.87▲ +49.65%▲ +50.13%$2.47 (+56.67%)
Apr 6, 2026
29w ago
Press Release
NEUTRAL ★ 4/10
$0.5250 $0.5900▲ +12.38%▲ +3.40%$2.47 (+370.48%)
Mar 19, 2026
31w ago
Press Release
BEARISH ★ 7/10
$0.5300 $0.8270▼ −56.04%▼ −46.72%$2.47 (−366.04%)
Mar 17, 2026
32w ago
Press Release
NEUTRAL ★ 3/10
$0.6140 $0.8700▲ +41.69%▲ +37.39%$2.47 (+302.28%)
Showing 7 of 7

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Report published May 21, 2026