Completion of Acquisition or Disposition of Assets. The disclosure set forth under

by reference. The issuance of the Commitment Shares will be made by the Company to the Investor upon the exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D thereunder.

Entry Into A Material Definitive Agreement. On August 7, 2026, Glucotrack, Inc. (the “Company”) entered into Amendment No. 1 (the “Amendment”) to the Common Stock Purchase Agreement, dated July 14, 2026 (the “ELOC Purchase Agreement”), by and between the Company and White Lion Capital, LLC (the “Investor”). The Amendment modifies Section 6.4(a) of the ELOC Purchase Agreement to provide that the Company will issue 2,505,513 shares of Common Stock (the “Commitment Shares”) to the Investor withi…

by reference. The Follow-On Bridge Notes and Follow-On Bridge Warrants (and the shares of Common Stock issuable upon conversion of the Follow-On Bridge Notes and exercise of the Follow-On Bridge Warrants) were, or in the case of the underlying shares, will be, issued and sold by the Company to the New Investors in reliance upon the exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) afforded by Section 4(a)(2) of the Securities Act an…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure set forth above in

Entry Into a Material Definitive Agreement. On August 4, 2026, Glucotrack, Inc. (the “Company”) entered into a series of definitive agreements providing for (i) a follow-on investment in the Company’s existing bridge financing (the “Bridge Follow-On”) and (ii) an interim private placement (the “Interim PIPE” and, together with the Bridge Follow-On, the “Follow-On Financing”). This section describes the material provisions of the Follow-On Financing but does not purport to describe all of the…

Unregistered Sales of Equity Securities 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

Entry Into a Material Definitive Agreement. On July 24, 2026, 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 on September 12, 2025, in the original 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 (the “First Exchan…

Unregistered Sales of Equity Securities To the extent required by

Entry Into a Material Definitive Agreement. On July 22, 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 on September 12, 2025, in the original 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 Invest…

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. The disclosure set forth above in

Changes in Control of Registrant. The disclosure set forth above in

Director — Erik Emerson: Erik Emerson was appointed to the Board as part of an expansion from five to six members.

Entry Into A Material Definitive Agreement. Merger Agreement This section describes the material provisions of the Merger Agreement (as defined herein) but does not purport to describe all of the terms thereof. Glucotrack, Inc.’s stockholders and other interested parties are urged to read such agreement in its entirety. The following summary is qualified in its entirety by reference to the complete text of the Merger Agreement, a copy of which is attached hereto as Exhibit 2.1. Unless otherwi…

Completion of Acquisition or Disposition of Assets. The disclosure set forth above in

Other Events. Based on the foregoing transactions, as of the date of the filing of this Current Report on Form 8-K, the Acquiror believes it has stockholders’ equity in excess of the $2.5 million stockholders’ equity requirement for continued listing on The Nasdaq Capital Market. The Company is awaiting Nasdaq’s formal determination that it has evidenced compliance with the minimum stockholders’ equity rule and intends to provide an update upon receipt of such determination. Additional Inform…

by reference. The issuance of the Merger Consideration has not been registered under the Securities Act of 1933, as amended (the “ Securities Act ”), in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act. In the Purchase Agreement, the Bridge Investors represented to the Acquiror, among other things, that each is an “accredited investor” (as such term is defined in Rule 501(a)(3) of Regulation D under the Securities Act). The Bridge Securities were…

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