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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Unregistered Sales of Equity Securities. The information under
Entry into a Material Definitive Agreement. On June 12, 2026, Nexentis Technologies Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain investors pursuant to which the Company agreed to sell and issue in a registered direct offering (the “Registered Direct Offering”) an aggregate of 311,876 of the Company’s shares of common stock (the “RD Shares”). In a concurrent private placement (the “Private Placement” and together with the Registered…
Entry into a Material Definitive Agreement. On April 30, 2026, Nexentis Technologies Inc. (the “Company”) held a special general meeting of stockholders (the “Special Meeting”) to approve, among others, an amendment to a facility agreement (the “Original Facility Agreement”) with L.I.A. Pure Capital Ltd. (the “Lender”) for financing of up to EUR 6,000,000 (the “Original Credit Facility”), EUR 2,000,000 of which may be used to finance one project in Germany, and the remaining EUR 4,000,000 for…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information disclosed above in
Material Modifications to Rights of Security Holders. As previously reported on the Current Report on Form 8-K filed by Nexentis Technologies Inc. (the “Company”) with the Securities and Exchange Commission on September 25, 2025, at the special meeting of stockholders of the Company held on said date, the stockholders approved a proposal authorizing the Company’s board of directors (the “Board”), in its sole discretion, to amend the Company’s Amended and Restated Certificate of Incorporation…
Completion of Acquisition or Disposition of Assets As previously reported by Nexentis Technologies Inc. (formerly, N2OFF, Inc.) (the “Company”) with the Securities and Exchange Commission in a Current Report on Form 8-K on January 13, 2026 (the “Original 8-K”), on January 13, 2026, the Company entered into a Securities Exchange Agreement (the “Agreement”) with Voice Assist, Inc., a public company incorporated under the laws of the State of Nevada (“Voice Assist”), and, for certain limited pur…
Unregistered Sales of Equity Securities. On February 20, 2026, N2OFF, Inc. (the “Company”) issued 600,000 shares of common stock to consultants in consideration of various investor relations and business development services provided to the Company. The issuance of such shares were exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof as transactions by an issuer not involving a public offering. SIGNATURES Pursuant to the requirements of…
of this Current Report on Form 8-K have been or will be issued in reliance upon the exemption from the registration requirements in Regulation S under the Securities Act.
Entry into a Material Agreement On January 13, 2026, N2OFF, Inc., a Nevada corporation (the “Company”), entered into a Securities Exchange Agreement (the “Agreement”) with Voice Assist, Inc., a public company incorporated under the laws of the State of Nevada (“Voice Assist”), and, for certain limited purposes set forth therein, Save Foods Ltd., a private company incorporated under the laws of the State of Israel and a majority-owned subsidiary of the Company (“Save Foods”, and together with…
Unregistered Sales of Equity Securities. On January 8, 2026, N2OFF, Inc. (the “Company”) issued 35,000 shares of common stock pursuant to a new consulting agreement to a consultant in consideration of investor relations services provided to the Company. The issuance of such shares were exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof as transactions by an issuer not involving a public offering. SIGNATURES Pursuant to the requirement…
Unregistered Sales of Equity Securities. On December 15, 2025, N2OFF, Inc. (the “Company”) issued 60,000 shares of common stock pursuant to new consulting agreements to consultants in consideration of various investor relations services provided to the Company. The issuance of such shares were exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof as transactions by an issuer not involving a public offering.
Other Information. This Amendment No. 1 on Form 8-K/A amends the Current Report on Form 8-K of N2OFF, Inc. (the “Company”) filed with the U.S. Securities and Exchange Commission on October 23, 2025 (the “Original Form 8-K”). The Original Form 8-K reported the Company’s acquisition of MitoCareX Bio Ltd. (“MitoCareX” and the “Acquisition”). This Amendment No. 1 on Form 8-K/A is being filed by the Company to amend the Original Form 8-K to provide the disclosures required by
Unregistered Sales of Equity Securities. The information contained in
Other Information. In connection with the Acquisition and related transactions described herein, on October 23, 2025, the Company issued a press release titled “N2OFF Announces Closing of Merger with Drug Discovery Company Targeting Resistant Cancers Including Pancreatic and Non-Small Cell Lung Cancer.” A copy of the Company’s press release is attached hereto as Exhibit 99.1.
Completion of Acquisition or Disposition of Assets On February 25, 2025, N2OFF, Inc., a Nevada corporation (“N2OFF” or the “Company”), entered into a Securities Purchase and Exchange Agreement (the “Agreement”) with MitoCareX Bio Ltd., a private company incorporated under the laws of the State of Israel (“MitoCareX”), SciSparc Ltd., a public company incorporated under the laws of the State of Israel (“SciSparc”), Dr. Alon Silberman (“Alon”) and Prof. Ciro Leonardo Pierri (“Ciro”, together wit…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule; Transfer of Listing. On October 6, 2025, N2OFF, Inc. (the “Company”) received a written notification (the “Notification”) from the Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company has regained compliance with the Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share for the Company’s common stock. As previously reported, on March 28, 2025, the Company received notice from Nasdaq t…
Entry into a Material Agreement As previously disclosed in its Current Report on Form 8-K filed on July 31, 2024, on June 30, 2024 N2OFF, Inc., a Nevada corporation (the “Company”), has entered into a Loan Agreement (the “Loan Agreement”) with Solterra Renewable Energy Ltd. (“Solterra”), and other lenders signatory thereto pursuant to which such lenders committed to loan Solterra the aggregate principal amount of € 500,000 (€ 375,000 of which was committed by the Company) with interest accrui…
Material Modifications to Rights of Security Holders. As previously reported on the Current Report on Form 8-K filed the Company with the Securities and Exchange Commission on July 3, 2024, at the special meeting of stockholders of the Company held on June 28, 2024, the holders of approximately 88.61% of the Company’s voting power entitled to vote at that special meeting, approved to effect a reverse stock split of the issued and outstanding shares of the Company’s common stock, $0.0001 par v…
Entry into a Material Agreement Fourth Loan Agreement On August 17, 2025, N2OFF, Inc. (the “Company”) entered into a fourth loan agreement (the “Fourth Loan Agreement”) with MitoCareX Bio Ltd., a private company incorporated under the laws of the State of Israel (“MitoCareX”) and L.I.A. Pure Capital Ltd., an Israeli company (“Pure Capital”) pursuant to which the Company agreed to loan $372,000 (the “Principal”) to MitoCareX with interest accruing at an annual rate pursuant to Section 3(j) of…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above in
is hereby incorporated by reference into this
The Note, pursuant to the terms of the Purchase Agreement as amended will be issued in a transaction exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof.
is incorporated herein by reference into this
The Additional Commitment Shares when issued pursuant to the terms of the Amendment will be issued in a transaction exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof.
Entry into a Material Agreement Securities Purchase and Exchange Agreement As previously disclosed in its Current Report on Form 8-K filed on February 26, 2025, N2OFF, Inc. (the “Company”) entered into a Securities Purchase and Exchange Agreement (the “Agreement”) with MitoCareX Bio Ltd., a private company incorporated under the laws of the State of Israel (“MitoCareX”), SciSparc Ltd., a public company incorporated under the laws of the State of Israel (“SciSparc”), Dr. Alon Silberman (“Alon”…
Importance-ranked changes since the prior daily snapshot.
Confidence changed from 'medium' to 'low'.
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