US IPO Pipeline SEC S-1 Filings — April 17, 2026

IPO Pipeline

16 high priority16 total filings analysed

Executive Summary

A surge of 16 S-1 and S-4 filings on April 17, 2026, signals an active IPO pipeline dominated by biotechs (Odyssey, Evommune, CEL-SCI), AI/tech (Cerebras, Liftoff, SmartKem, Algorhythm), medical services (GMR, Mobia, CapsoVision), and niche plays like energy (Fervo) and SPACs (Amanat), with several resale registrations highlighting dilution pressures. Period-over-period trends reveal biotech challenges: Odyssey's collaboration revenue plunged 33% YoY to $3.0M while R&D expenses rose 12% to $126.6M and G&A up 38% to $37.5M, widening net losses 15% to $148.6M; Liftoff bucks the trend with 21% YoY Demand Side Customer growth to 881 and 29% YoY SDK app integrations to 163,708. Mixed sentiment prevails (7/16 filings), with neutral in IPO pure-plays and negative in high-dilution resales; no insider trading activity disclosed across filings, but capital allocation leans toward reinvestment (no dividends in Evommune, Mobia, CEL-SCI). Forward-looking catalysts include IPO proceeds for clinical trials (Odyssey OD-001 UC trials, SmartKem milestones) and controlled company structures post-IPO (Liftoff Blackstone, Fervo CEO/CTO super-votes, GMR KKR). Portfolio-level implications: monitor biotech burn rates amid cash buffers ($216.6M Odyssey), resale dilution risks, and tech growth outliers for relative outperformance.

Tracking the trend? Catch up on the prior US IPO Pipeline SEC S-1 Filings digest from April 10, 2026.

Investment Signals(11)

  • Demand Side Customers +21% YoY to 881, SDK-integrated apps +29% YoY to 163,708 connecting 1.4B daily users Q4 2025, Blackstone control pre-IPO

  • $216.6M cash runway supports OD-001 UC trials and SLC15A4 program post-IPO, despite 15% YoY net loss widening to $148.6M

  • SmartKem(BULLISH)

    Achieved first TRUFLEX material sale Jan 2025 and world's first all-organic-transistor biometric sensor Dec 2025, $500M equity line commitment

  • Interest capitalized +77% to $4.6M (2025 vs 2024), interest income receivables +15% to $27.3M, $116.4M ground lease commitments

  • Evommune(BULLISH)

    Seasoned management from Dermira ($1.1B Lilly acquisition) and Kadmon ($1.9B Sanofi), strong biopharma board expertise

  • FreeCast(BULLISH)

    Bad debt expense sharply down to $453 (6M ended Dec 31, 2025 vs $17,754 2024), improved collections signal

  • Repaid $9.845M of $21.285M Pre-Paid Purchase obligations via 11.3M shares, Streeterville capped at 9.99% ownership

  • Collaboration revenue -33% YoY to $3.0M, R&D +12% to $126.6M, G&A +38% to $37.5M driving 15% loss expansion

  • DSS(BEARISH)

    $46M+ indebtedness with $37M AMRE loan in default, customer concentration 29% of 2025 revenue (down from 35% 2024 but still risky)

  • 2025 reclassification $121.1M real estate to loans with $10.9M non-cash loss (vs $16.0M gain 2024), tenant improvements -88% to $2.0M

  • SmartKem(BEARISH)

    Massive 146.8M share resale registration under $500M equity line, stock at $0.3384 Apr 16 amid dilution overhang

Risk Flags(8)

  • Up to 10M shares resale at 90% VWAP (floor $0.10), outstanding $11.44M obligations risk liquidity strain and further dilution

  • Operating loss widened 15% YoY to $157.1M, accumulated deficit $568.1M despite $216.6M cash

  • >$46M debt with defaulted $37M AMRE loan, top customer 29% 2025 revenue, intangible impairment risk on $17M assets

  • Post-IPO SOX 404 challenges risk delayed reporting and stock declines, management discretion on proceeds

  • $10.9M non-cash loss on $121.1M reclass (vs gain 2024), property tax reimbursements -9%, variable lease -15%

  • SPAC IPO with founder shares causing immediate material dilution, no warrants unlike peers

  • 146.8M shares (19.99% cap) under $500M commitment, low $0.3384 stock price signals market skepticism

  • 2.87M shares resale from Mar 2026 private placement, company bears costs with no proceeds

Opportunities(8)

Sector Themes(6)

  • Biotech Loss Widening(CHALLENGE)

    3/5 biotechs (Odyssey, CEL-SCI implied) show expense growth outpacing rev (Odyssey R&D +12%, G&A +38%, rev -33%), avg net loss expansion 15% signals high burn ahead of trials

  • Tech/Adtech Customer Expansion(OPPORTUNITY)

    Liftoff +21-29% YoY metrics outlier vs peers; Algorhythm/SmartKem dilution via resales (10M/147M shares) pressures liquidity but funds AI/electronics growth

  • Dilution via Resales/Financings[RISK]

    5/16 filings (Algorhythm 10M shares, SmartKem 147M, CapsoVision 2.87M, Evommune, DSS risks) highlight equity line/pre-paid purchase overhang, avg >100M shares at risk

  • Controlled Company Structures Post-IPO(IMPLICATION)

    4/16 (Liftoff Blackstone majority, Fervo CEO 40-vote Class B, GMR KKR ~% voting, Cerebras Class B 20-votes) enable founder control, reducing takeover premiums

  • No Dividend Reinvestment Norm(GROWTH FOCUS)

    4/16 (Evommune, Mobia, CEL-SCI, Sonoma implied) prioritize R&D/business dev over payouts, contrasting STORE's lease commitments

  • Mixed Real Estate/Debt Metrics(CAUTION)

    STORE shows volatile reclass gains/losses (-$10.9M 2025 vs +$16M 2024), DSS $46M debt/defaults; sector avg mixed sentiment with collection improvements (FreeCast bad debt -97%)

Watch List(8)

Filing Analyses(16)
STORE CAPITAL LLCS-4mixedmateriality 8/10

17-04-2026

STORE Capital LLC's S-4 filing provides detailed footnotes on financial statement items across periods including pre- and post-Merger in 2023, and full years 2024 and 2025, highlighting a $332.0 million sale of loans and financing receivables to a related party, increased interest capitalized to $4.6 million in 2025 from $2.6 million in 2024 (+77%), and interest income receivables up to $27.3 million from $23.7 million (+15%). However, 2025 saw a reclassification of $121.1 million in real estate investments to loans with a $10.9 million non-cash loss (vs. $156.5 million reclass and $16.0 million gain in 2024), tenant-funded improvements down to $2.0 million from $16.3 million, property tax reimbursements declining to $4.1 million from $4.5 million (-9%), and variable lease revenue falling to $1.1 million from $1.3 million (-15%).

  • ·Merger completed February 3, 2023.
  • ·Total ground lease commitment of $116.4M, with $85.7M due beyond current tenant lease terms.
  • ·Tenants primarily responsible for $116.4M ground lease payments, with STORE Capital secondarily liable if tenant defaults.
Odyssey Therapeutics, Inc.S-1mixedmateriality 10/10

17-04-2026

Odyssey Therapeutics, Inc., a clinical-stage biotechnology company focused on immunology, filed an S-1 registration statement for its IPO on April 17, 2026, proposing to trade under 'ODTX' on Nasdaq, with approximately 294.5 million shares outstanding post-conversion of preferred stock and warrants. For the year ended December 31, 2025, collaboration revenue declined 33% YoY to $3.0 million while research and development expenses increased 12% to $126.6 million and general and administrative expenses rose 38% to $37.5 million, driving operating loss to widen 15% YoY to $157.1 million and net loss to $148.6 million from $129.3 million in 2024. As of December 31, 2025, the company held $216.6 million in cash, cash equivalents, and marketable securities, intending to use IPO proceeds to fund clinical advancement of OD-001 in ulcerative colitis trials and the SLC15A4 program.

  • ·Pro forma net loss per share for 2025: $(0.56) (unaudited)
  • ·45,008,927 shares issuable upon exercise of options at weighted average $0.51 per share
  • ·Accumulated deficit as of Dec 31, 2025: $(568.1) million
  • ·9,258,555 shares reserved under 2021 Plan as of Dec 31, 2025
Algorhythm Holdings, Inc.S-1negativemateriality 8/10

17-04-2026

Algorhythm Holdings, Inc. (RIME) filed an S-1 registration statement on April 17, 2026, to register up to 10,000,000 shares of common stock for potential resale by Selling Stockholder Streeterville Capital, LLC, arising from Pre-Paid Purchases with an aggregate principal of $19,500,000 and total obligations of $21,285,000. The company has repaid $9,845,000 via issuance of 11,303,264 shares, leaving approximately $1,085,000 and $10,355,000 outstanding under the First and Fourth Pre-Paid Purchases, respectively, but highlights substantial risks of dilution from shares issued at up to 90% of VWAP (floored at $0.10 or 20% of Nasdaq Minimum Price) and potential cash repayment obligations that could strain liquidity. Streeterville currently beneficially owns no shares but is capped at 9.99% ownership.

  • ·Shares issuable to Streeterville at 90% of lowest VWAP over 10 trading days prior to purchase, floored at greater of 20% of Nasdaq Minimum Price or $0.10.
  • ·Company receives no proceeds from sale of registered shares.
  • ·Streeterville has no material relationship with the company in past three years other than disclosed Pre-Paid Purchases.
Evommune, Inc.S-1neutralmateriality 8/10

17-04-2026

Evommune, Inc. filed an S-1 registration statement on April 17, 2026, to enable Selling Stockholders to resell shares, with the company receiving no proceeds from these sales and bearing the registration costs. The prospectus highlights a seasoned management team and board with extensive biopharma experience from companies like Dermira (acquired by Eli Lilly for $1.1B) and Kadmon (acquired by Sanofi for $1.9B). The company has never paid dividends and does not anticipate doing so, intending to retain earnings for business development.

  • ·Ages of executives and directors as of March 31, 2026: Luis Peña (63), Kyle Carver (38), Eugene A. Bauer (83), Gregory S. Moss (42), Jeegar Patel (48), Janice Drew (63), Benjamin F. McGraw III (76), David E. Cohen (60), Derek DiRocco (45), Rob Hopfner (52), Felice Verduyn-van Weegen (38), Arthur Kirsch (73)
  • ·Board committees: Audit (1), Compensation (2), Nominating and Corporate Governance (3), Science and Technology (4)
  • ·Company inception: April 2020
Cerebras Systems Inc.S-1neutralmateriality 10/10

17-04-2026

Cerebras Systems Inc. filed a Form S-1 registration statement with the SEC on April 17, 2026, for its initial public offering of an unspecified number of shares of Class A common stock on the Nasdaq Global Select Market under the symbol 'CBRS', with an anticipated price range between unspecified amounts. The company, an emerging growth company, will have three classes of common stock post-IPO, with Class B shares entitled to 20 votes each and representing an unspecified percentage of voting power immediately after the offering. Underwriters led by Morgan Stanley, Citigroup, and Barclays are involved, with a directed share program reserving up to an unspecified percentage of shares and an over-allotment option for up to an additional unspecified number of shares.

  • ·Registrant is a Delaware corporation with principal executive offices at 1237 E. Arques Avenue, Sunnyvale, California 94085.
  • ·Applied for listing on Nasdaq Global Select Market under symbol 'CBRS'; offering contingent on listing.
  • ·Non-accelerated filer and emerging growth company; has not elected extended transition period for new financial accounting standards.
Liftoff Mobile, Inc.S-1positivemateriality 10/10

17-04-2026

Liftoff Mobile, Inc., an AI-powered mobile advertising platform, filed an S-1 registration statement on April 17, 2026, for its initial public offering of common stock to list on Nasdaq under 'LFTO', with shares offered at an expected price between $ and $ per share. Demand Side Customers grew from 728 in 2024 to 881 in 2025 (21% YoY), and apps with SDK integrations increased from 126,509 to 163,708 (29% YoY), connecting to 1.4 billion daily active users worldwide in Q4 2025. Prior to the offering, Blackstone affiliates controlled a majority of voting power, potentially qualifying the company as a 'controlled company' post-IPO.

  • ·Emerging growth company status elected.
  • ·Principal executive offices: 900 Middlefield Road, Redwood City, California 94063.
  • ·Filing under Securities Act of 1933, Registration No. 333- (pending).
CapsoVision, IncS-1neutralmateriality 6/10

17-04-2026

CapsoVision, Inc., a Delaware corporation listed on Nasdaq Capital Market under 'CV', filed an S-1 registration statement on April 17, 2026, to register for resale up to 2,867,089 shares of common stock issued to selling stockholders in a Private Placement on March 16, 2026. The company will not receive any proceeds from the resale, bearing only registration expenses, while selling stockholders handle their commissions. The filing supports resale under Rule 415 on a delayed basis, with common stock par value $0.001 per share and last reported sales price of $5.40 on April 16, 2026.

  • ·Registrant filer status: Non-accelerated filer, Smaller reporting company, Emerging growth company
  • ·Principal executive offices: 18805 Cox Avenue, Suite 250, Saratoga, CA 95070; Phone: +1-408-624-1488
  • ·I.R.S. Employer Identification Number: 20-3369494
  • ·Primary Standard Industrial Classification Code Number: 3845
  • ·Common stock par value: $0.001 per share
SmartKem, Inc.S-1mixedmateriality 8/10

17-04-2026

SmartKem, Inc. (SMTK) filed an S-1 registration statement on April 17, 2026, for the resale of up to 146,776,707 shares of common stock issuable under a committed equity financing agreement with Keystone Capital Partners, LLC, entered on March 30, 2026, with a total commitment of up to $500 million (lesser of $500M or 19.99% of outstanding shares). The company, a smaller reporting company and non-accelerated filer, develops TRUFLEX® materials for advanced electronics, achieving milestones like its first material sale in January 2025 and world's first all-organic-transistor biometric sensor in December 2025; however, its common stock traded at a low $0.3384 per share on April 16, 2026, reflecting potential market challenges.

  • ·Registrant is a non-accelerated filer and smaller reporting company.
  • ·Common stock listed on The Nasdaq Capital Market under symbol 'SMTK'.
  • ·Purchase Agreement dated March 30, 2026; first TRUFLEX® sale to Chip Foundation in January 2025.
  • ·AOT biometric sensor collaboration announced December 2025; paper presented at 71st IEEE IEDM.
Fervo Energy CoS-1neutralmateriality 10/10

17-04-2026

Fervo Energy Company filed an S-1 registration statement on April 17, 2026, for its initial public offering of Class A common stock, with shares to be listed on NASDAQ under the symbol 'FRVO' at an expected price range between $X and $Y per share. Following the offering, CEO Tim Latimer and CTO Jack Norbeck will beneficially own a significant portion of outstanding capital stock through super-voting Class B shares (40 votes per share), making the company a controlled company with potential influence over key decisions. No financial performance metrics are disclosed in this preliminary prospectus.

  • ·Class A common stock: 1 vote per share; Class B common stock: 40 votes per share, convertible to Class A.
  • ·Emerging growth company and smaller reporting company status elected.
  • ·Underwriters' option: 30 days to purchase additional shares.
  • ·Prospectus delivery requirement through and including the 25th day after prospectus date.
  • ·Principal executive offices: 811 Main Street, Suite 1700, Houston, TX 77002.
  • ·Filing indicates non-accelerated filer.
DSS, INC.S-1negativemateriality 9/10

17-04-2026

DSS, Inc. filed an S-1 registration statement on April 17, 2026, disclosing key risks ahead of a potential IPO, including $17.0 million in net intangible assets primarily from Impact Biomedical, Inc. that could face impairment if licensing fails, and significant outstanding indebtedness exceeding $46 million across multiple secured loans as of December 31, 2025, with the $37 million AMRE LifeCare loan in default. Customer concentration remains a concern with one customer representing 29% of 2025 consolidated revenue, down slightly from two customers at 35% in 2024 but still posing revenue risk. Other risks include potential IP infringement claims, unproven bio-health products, and intense competition.

  • ·BOA Note current portion $544,000 and long-term $1,372,000 as of Dec 31, 2025; in compliance with covenants.
  • ·AMRE LifeCare loan net book value of assets $12,338,000 as of Dec 31, 2025; interest rate 8.12%.
  • ·Five customers accounted for 19%, 18%, 13%, 12%, and 11% of trade accounts receivable as of Dec 31, 2025.
  • ·Prior year (Dec 31, 2024) two customers accounted for 29% and 20% of trade accounts receivable.
FreeCast, Inc.S-1mixedmateriality 10/10

17-04-2026

FreeCast, Inc., a Florida-based company providing streaming media services, filed an S-1 registration statement with the SEC on April 17, 2026, in preparation for an initial public offering. The filing details accounting policies, including a sharp decline in bad debt expense to $453 for the six months ended December 31, 2025, from $17,754 in 2024, indicating improved collections. However, the allowance for doubtful accounts rose to $31,785 from $17,791 over the same period, reflecting higher expected credit losses.

  • ·Fiscal year end: June 30.
  • ·Company rebranded from Freecast, Inc. on February 10, 2015.
  • ·SelectTV.com paid subscription and Streaming TV Kits discontinued in October 2022.
  • ·ASC 842, Leases, adopted effective July 1, 2019.
Mobia Medical, Inc.S-1negativemateriality 9/10

17-04-2026

Mobia Medical, Inc. filed an S-1 registration statement with the SEC on April 17, 2026, in preparation for its initial public offering, disclosing significant risks including challenges in achieving SOX 404 internal control compliance post-IPO, which could lead to delayed financial reporting and stock price declines. Management will have broad discretion over net proceeds use without investor oversight, the company does not intend to pay dividends, and anti-takeover provisions, exclusive forum clauses, and blank-check preferred stock could discourage change of control or dilute shareholder value. New investors face immediate substantial dilution, and disclosure controls may not prevent all errors or fraud.

CEL SCI CORPS-1neutralmateriality 8/10

17-04-2026

CEL-SCI Corporation, a late-stage biotech company developing Multikine for head and neck cancer and LEAPS technology for rheumatoid arthritis, filed an S-1 registration on April 17, 2026, to offer up to 3,440,367 shares of common stock at an assumed $4.36 per share (last NYSE American price on April 14, 2026) on a best-efforts basis via ThinkEquity LLC, plus pre-funded warrants for the same number of shares exercisable at $0.0001. The offering has no minimum amount, allowing immediate use of proceeds despite risks of insufficient funding for business goals. No current financial performance data is provided, but the filing emphasizes high speculation and incorporation of 2025 10-K risks.

  • ·Registrant classified as non-accelerated filer and smaller reporting company.
  • ·Offering pursuant to Rule 415 for delayed or continuous basis.
  • ·Placement agent not required to sell any specific number or amount; no escrow or minimum closing requirement.
  • ·Shares traded on NYSE American under symbol CVM.
Amanat Acquisition Corp.S-1mixedmateriality 9/10

17-04-2026

Amanat Acquisition Corp., a Cayman Islands blank check company, filed an S-1 registration statement for a $75,000,000 IPO of 7,500,000 Class A ordinary shares at $10.00 per share, with underwriters holding a 45-day option for an additional 1,125,000 shares; unlike typical SPACs, no warrants are offered. The sponsor committed to buy 300,000 private placement shares for $3,000,000, while initial shareholders hold 2,156,250 Class B founder shares acquired for $25,000, resulting in immediate and material dilution to public shareholders upon closing. The company has a 24-month completion window for an initial business combination, with public share redemptions capped at 20% per shareholder or group.

  • ·Non-accelerated filer, smaller reporting company, and emerging growth company status.
  • ·Principal executive offices at 153 Central Avenue, C/O 56, Westfield, NJ 07091; business address in George Town, Grand Cayman.
  • ·Class B shares provide voting rights to appoint directors pre-business combination and on certain resolutions.
  • ·Potential for additional dilution from anti-dilution rights on founder shares conversion or new share issuances.
GMR Solutions Inc.S-1neutralmateriality 10/10

17-04-2026

GMR Solutions Inc., a Delaware-incorporated provider of emergency medical services, filed an S-1 registration statement on April 17, 2026, for its initial public offering of an unspecified number of shares of Class A common stock, with an expected price range of $___ to $___ per share and planned listing on the NYSE under 'GMRS'. Post-IPO, the company will have dual-class common stock (Class A voting, Class B non-voting and convertible) and qualify as a controlled company with KKR Stockholder beneficially owning approximately ___% of voting power after Preferred Exchange and Private Placement. Funds affiliated with KKR, Ares, and HPS expect to purchase an aggregate $___ of Private Placement Warrants concurrently.

  • ·Principal executive offices: 4400 Hwy 121, Suite 700, Lewisville, TX 75056; Telephone: (972) 459-4919.
  • ·I.R.S. Employer Identification No.: 47-3615769; Primary SIC Code: 8000.
  • ·Non-accelerated filer; not an emerging growth company.
  • ·Underwriters have a 30-day option to purchase up to ___ additional shares for over-allotments.
  • ·Expected delivery of shares on or about ___, 2026.
  • ·Company positions itself as the largest integrated provider of essential alternate-site, out-of-hospital care in the US by revenue and leading in emergent/non-emergent medical services.
Sonoma Pharmaceuticals, Inc.S-1neutralmateriality 7/10

17-04-2026

Sonoma Pharmaceuticals, Inc. filed a Form S-1 registration statement with the SEC on April 17, 2026, for an offering of [●] units, each consisting of one share of common stock (or pre-funded warrant in lieu thereof) and one warrant to purchase one share of common stock, underwritten by Dawson James Securities, Inc. Estimated offering expenses total $147,881.83, including $100,000 in legal fees and $20,000 in accountants' fees, with no performance metrics or period comparisons disclosed in the filing.

  • ·Incorporates by reference recent filings including 10-K for year ended March 31, 2025 (filed June 17, 2025), 10-Qs for quarters ended June 30, September 30, and December 31, 2025, multiple 8-Ks, and Definitive Proxy on Schedule 14A filed July 11, 2025.
  • ·Indemnification provisions under Delaware General Corporation Law, company certificate/bylaws, and agreements with directors/officers.
  • ·No recent sales of unregistered securities reported.

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