News & Events

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on May 11, 2026, Glucotrack, Inc. (the “Company”) received a Staff Determination letter (the “Staff Determination”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it no longer complied with Rule 5550(a)(2) of Nasdaq’s Listing Rules which requires listed securities to maintain a minimum bid price of $1.00…

of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Unregistered Sales of Equity Securities To the extent required by

Entry Into a Material Definitive Agreement. On April 29, 2026, Glucotrack, Inc. (the “Company”) entered into an Exchange Agreement (the “Exchange Agreement”) with an investor (the “Investor”) relating to an existing promissory note previously issued to the Investor in the principal amount of $3,600,000, with such principal subsequently reduced by $600,000 pursuant to that certain exchange agreement, dated April 13, 2026, by and between the Company and the Investor (as modified, the “Original…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required by

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required by

Unregistered Sales of Equity Securities To the extent required by

Entry Into a Material Definitive Agreement. On April 13, 2026, Glucotrack, Inc. (the “Company”) entered into an Exchange Agreement (the “Exchange Agreement”) with an investor (the “Investor”) relating to an existing promissory note (the “Original Note”) previously issued to the Investor in the principal amount of $3,600,000. Pursuant to the Exchange Agreement, the Company and the Investor partitioned a new promissory note in the original principal amount of $600,000 (the “Partitioned Note”) f…

of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Regulation FD Disclosure. On December 30, 2025, the Company issued a press release announcing the pricing of the Private Placement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifical…

Entry into a Material Definitive Agreement. Private Placement On December 29, 2025, Glucotrack, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”) for a private placement of securities (the “Private Placement”). The closing of the Private Placement occurred on December 31, 2025 (the “Closing” and such date, the “Closing Date”). At the Closing, the Company issued 1,033,591 pre-funded…

The Pre-Funded Warrants, Common Warrants, Placement Agent Warrants were sold without registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering and Rule 506(c) of Regulation D promulgated under the Securities Act as sales to accredited investors and in reliance on similar exemptions under applicable state laws. When issued, the Warrant Shares…

of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

in its entirety. In the Note Purchase Agreement, the Investor represented to the Company, among other things, that it is an “accredited investor” (as such term is defined in Rule 501(a)(3) of Regulation D under the Securities Act of 1933). The Note and any Company securities issued upon conversion of the Note will be sold and issued by the Company to the Investor in reliance upon the exemptions from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securit…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required by

Entry Into a Material Definitive Agreement. On September 12, 2025 (the “ Issue Date ”), Glucotrack, Inc. (the “ Company ”) entered into a Note Purchase Agreement (the “ Note Purchase Agreement ”), with an investor (the “ Investor ”), pursuant to which the Company issued a Convertible Promissory Note (the “ Note ”) to the Investor in the principal amount of $3,600,000 for a purchase price of $3,000,000. The Note bears no interest, has an original issue discount of $600,000, is an unsecured obl…

Entry Into a Material Definitive Agreement. Purchase Agreement On September 11, 2025, Glucotrack, Inc. (the “ Company ”) entered into a purchase agreement (the “ Purchase Agreement ”) and a registration rights agreement (the “ Registration Rights Agreement ”), with Sixth Borough Capital Fund, LP (the “ Investor ”), pursuant to which the Investor has committed to purchase up to $20.0 million of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”), subject to certain li…

in its entirety. In the Purchase Agreement, the Investor represented to the Company, among other things, that it is an “accredited investor” (as such term is defined in Rule 501(a)(3) of Regulation D under the Securities Act). The Commitment Shares and the Purchase Shares will be issued and sold by the Company to the Investor in reliance upon the exemptions from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation…

of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Changes in Registrant’s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm. On July 18, the Audit Committee (the “Audit Committee”) of the board of directors (the “Board”) of the Company approved the engagement of CBIZ CPAs P.C. (“CBIZ”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ended December 31, 2025, effective July 18, 2025. On July 18, 2025, the Company dismissed Grant Thornton as the Company’s independe…

Changes in Registrant’s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm. On July 18, the Audit Committee (the “Audit Committee”) of the board of directors (the “Board”) of Glucotrack, Inc. (the “Company”) approved the engagement of CBIZ CPAs P.C. (“CBIZ”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ended December 31, 2025, effective July 18, 2025. On July 18, 2025, the Company dismissed Fahn Kanne & Co. Gra…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 22, 2025, Glucotrack, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “Annual Meeting”). As further discussed below, at the Annual Meeting, the Company’s stockholders approved a proposal to amend (the “Amendment”) the Glucotrack, Inc. 2024 Equity Incentive Plan (the “2024 Plan”) to increase the number of shares of the…

of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on November 19, 2024, Glucotrack, Inc. (the “Company”), was notified by The Nasdaq Stock Market (“Nasdaq”) that it had regained compliance with Nasdaq Listing Rule 5550(b)(1), and in connection with that notification (the “Compliance Letter”), Nasdaq also notified the Company that the Nasdaq Hearings Panel (the “Panel”) determined to impose on the Company a Discretiona…

of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.