Bionano Genomics, Inc. filed a Form S-1 registration statement with the U.S. Securities and Exchange Commission on October 27, 2026, to register up to 1,332,632 shares of common stock issuable upon the exercise of four series of outstanding warrants.

Key Highlights

  • Total shares covered: Up to 1,332,632 shares of common stock, par value $0.0001 per share, underlying currently outstanding warrants.
  • 2025 Purchase Warrants: 661,377 shares at an exercise price of $15.120 per share, exercisable from June 11, 2025, expiring on the five-year anniversary of that date.
  • Series C Warrants: 164,684 shares at an exercise price of $18.234 per share, exercisable from January 15, 2025, expiring on the five-year anniversary of that date.
  • 2024 Purchase Warrants: 145,560 shares at an exercise price of $61.20 per share, exercisable immediately upon issuance on April 8, 2024, expiring on the five-year anniversary of issuance.
  • 2023 Purchase Warrants: 361,011 shares at an exercise price of $191.13 per share, exercisable immediately upon issuance on October 13, 2023, expiring on the five-year anniversary of issuance.
  • Last reported stock price: $1.16 per share on the Nasdaq Capital Market on October 26, 2026.
  • Proceeds: According to the filing, the company will receive proceeds from the exercise of the warrants but not from any sale of the underlying shares.

Bionano Genomics Registers Warrant Shares After Prior Shelf Registration Nears Expiry

According to the filing, Bionano Genomics is registering the 1,332,632 shares on Form S-1 "for the sole purpose of ensuring that an effective registration statement covers the exercise of the outstanding Warrants." The company disclosed that its prior "shelf" registration statement on Form S-3 (No. 333-270459), which was declared effective on May 10, 2023, will expire on November 6, 2026, pursuant to Rule 415(a)(5) under the Securities Act of 1933. The new S-1 is intended to maintain continuous registration coverage for these warrant shares ahead of that expiration date.

The filing describes four distinct warrant series. The largest by share count is the 2025 Purchase Warrants, covering 661,377 shares at $15.120 per share, originally issued under a prospectus supplement dated January 3, 2025. The 2023 Purchase Warrants, covering 361,011 shares at $191.13 per share, carry the highest exercise price among the four series and were originally issued under a prospectus supplement dated October 11, 2023. The Series C Warrants (164,684 shares at $18.234) and 2024 Purchase Warrants (145,560 shares at $61.20) round out the registration.

The registrant disclosed that its common stock is traded on NASDAQ:BNGO and that the last reported sale price on October 26, 2026, was $1.16 per share. The company identified itself as a "smaller reporting company" under federal securities laws, noting it is subject to reduced public company disclosure standards. Albert A. Luderer, Ph.D., is named in the filing as Interim Chief Executive Officer and agent for service of process. The company is incorporated in Delaware and headquartered at 9540 Towne Centre Drive, Suite 100, San Diego, California 92121.

What Was Disclosed

Bionano Genomics filed a Form S-1 on October 27, 2026, to register up to 1,332,632 common shares underlying four outstanding warrant series, replacing coverage previously provided by a shelf registration statement set to expire November 6, 2026.