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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 30, 2026
GLUCOTRACK,
INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-41141 |
|
98-0668934 |
| (State
or Other Jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
| 301
Rte 17 North, Ste. 800, Rutherford, NJ |
|
07070 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (201) 842-7715
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock |
|
GCTK |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §
230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
2.02. Results of Operations and Financial Condition.
On
March 30, 2026, Glucotrack, Inc. (the “Company”) issued a press release announcing its financial and operating results
for the year ended December 31, 2025. A copy of the press release is furnished herewith as Exhibit 99.1.
The
information in Item 2.02 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.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release, dated March 30, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| Date:
March 30, 2026 |
|
|
| |
GLUCOTRACK,
INC. |
| |
|
|
| |
By: |
/s/
Paul Goode |
| |
Name:
|
Paul
Goode |
| |
Title: |
Chief
Executive Officer |
Exhibit
99.1

Glucotrack
Reports Fourth Quarter and Full Year 2025
Financial
Results and Recent Corporate Highlights
Company
prepares to file Investigational Device Exemption (IDE) for Novel CBGM Technology, targeting US Clinical Trial Launch in Second Half
of 2026
US
Patent and Trademark Office (USPTO) issued patents for Glucotrack’s implantable
continuous
blood glucose monitoring (CBGM) technology, strengthening the Company’s
intellectual
property portfolio
Rutherford,
NJ, March 30, 2026 (GLOBE NEWSWIRE) — Glucotrack, Inc. (Nasdaq: GCTK) (“Glucotrack” or the “Company”),
a medical technology company focused on the design, development, and commercialization of novel technologies for people with diabetes,
today reported financial results and recent corporate highlights for the fourth quarter and full year ended December 31, 2025.
“In
2025 we made meaningful progress in advancing the development of our fully implantable continuous blood glucose monitoring technology
and strengthening Glucotrack’s foundation. We strengthened our competitive position with three new patents issued by the USPTO
and continued to work closely with the FDA on alignment as we progress toward securing IDE approval and initiating our U.S. clinical
study program of our CBGM product,” said Paul V. Goode, PhD, President and Chief Executive Officer of Glucotrack. “We
entered 2026 with strong momentum and a reinforced balance sheet, positioning the Company to execute on important development and regulatory
milestones.”
Fourth
Quarter 2025 & Recent Highlights
Corporate
Highlights
| ● | Completed
$4.0 million private placement. |
| ○ | In
December 2025, the Company entered into a securities purchase agreement with a single institutional
investor for the sale of 1,033,591 shares of common stock (or common stock equivalents in
lieu thereof) and warrants to purchase up to 2,067,182 shares of common stock at a combined
effective price of $3.87 per share and accompanying warrant, resulting in aggregate gross
proceeds of approximately $4.0 million before fees and expenses. |
| | | |
| ○ | The
Company expects to use the net proceeds from the offering for working capital and general
corporate purposes. |
| ● | Strengthened
the Company’s intellectual property portfolio for novel implantable CBGM platform.
The three patents protect key technologies in Glucotrack’s CBGM system, a long-term
implantable device designed for three-year sensor longevity, including proprietary sensor
chemistry, intravascular lead design, and low-power electronics. Together, these innovations
bridge the gap between short-lived subcutaneous sensors and larger pacemaker-class devices. |
| ● | Appointed
Usman Latif, MD, MBA, to the Company’s clinical advisory team. Dr. Latif is a prominent
pain management specialist and opinion leader with deep expertise in neuromodulation and
treatment of painful diabetic neuropathy (PDN). This expertise will be invaluable as the
Company advances its epidural glucose monitoring applications and integrates disease and
device management solutions for PDN patients. |
| | | |
| ● | The
Company held its second Patient Advisory Board (PAB) meeting during which patients provided
feedback on the mobile application Glucotrack is developing to accompany its CBGM technology. |
Advanced
Product and Clinical Development
| ● | The
Company initiated a long-term, multicenter feasibility study in Australia to evaluate the
CBGM product performance and safety. The first phase of the clinical study provided early
product learnings about how the complexity of certain health conditions may impact study
eligibility as well as identified certain product improvements. Consequently, the Company is expediting discussions with the U.S. Food and Drug Administration (FDA) regarding our
planned U.S. clinical trial program that we expect to launch in the 2nd half of 2026, subject to FDA approval of our Investigational Device
Exemption (“IDE”) submission expected to be filed in Second Quarter 2026. |
| | | |
| ● | Presented
at the 2025 Diabetes Technology Meeting held on October 28th, 2025 on the importance
of an integrated approach to diabetes management and highlighting how combining continuous
glucose monitoring with existing implantable technologies can enable one implant to address
multiple chronic conditions—redefining care for patients managing both diabetes and
other chronic conditions. The presentation showcased the company’s preclinical work
in epidural glucose monitoring which, when combined with spinal cord stimulation technologies,
has the potential to offer integrated device and disease management for patients living with
PDN. |
Anticipated
Milestones
| ● | Submitting
the Company’s IDE to the FDA in Second Quarter 2026 to initiate an initial human clinical Feasibility Study
of the CBGM product, subject to current agency response timelines. |
| | | |
| ● | Presenting
clinical data demonstrating the safety and accuracy of the CBGM product at additional industry
conferences. |
| | | |
| ● | Further
expanding Advisory Boards with world-renowned experts in endocrinology and cardiology and
others essential to the diabetes community. |
| | | |
| ● | Continuing
to gain insight from patients living with diabetes on current management challenges and get
feedback on Glucotrack’s product development and commercialization strategies through
additional PAB meetings. |
Financial
Results for the Year Ended December 31, 2025
Research
and Development Expenses: Research and development expenses were $9.8 million for the full year 2025 compared to $9.5 million for
the full year 2024. The increase of $0.3 million was primarily attributable to increased activities related to product design, development
and manufacturing activities and pre-clinical animal studies.
General
and Administrative Expenses: General and administrative expenses were $6.3 million for the full year 2025 compared to $5.1 million
for the full year 2024. The increase of $1.2 million was primarily attributable to increased professional fees, personnel costs and placement
agent fees.
Net
Loss: Net loss for the full year 2025 was $19.4 million compared to a net loss of $22.6 million for the full year 2024. The decrease
of $3.2 million was primarily attributable to non-cash losses of $7.5 million related to the settlement of debt and the issuance of warrants
containing derivative features recognized in the prior year.
Cash
Position: Cash and cash equivalents as of December 31, 2025, were $7.4 million, compared with $5.6 million in cash and cash equivalents
as of December 31, 2024. The net increase of $1.8 million in cash and cash equivalents compared to December 31, 2024 was attributable
to the $17.0 million from financing activities offset by cash used in operating and investing activities of $15.3 million.
Based
on current plans and assumptions, the Company believes that its existing cash and cash equivalents will be sufficient to fund its 2026
operating plan by the end of Spring allowing for its IDE submission and initiate U.S. human clinical trials in 2026.
#
# #
About
Glucotrack, Inc.
Glucotrack,
Inc. (NASDAQ: GCTK) is focused on the design, development, and commercialization of novel technologies for people with diabetes. The
Company is currently developing a long-term implantable continuous blood glucose monitoring system for people living with diabetes.
Glucotrack’s
Continuous Blood Glucose Monitor (CBGM) is a long-term, implantable system that continually measures blood glucose levels with a sensor
longevity of 3 years, no on-body wearable component and with minimal calibration. The Glucotrack CBGM is an Investigational Device and
is limited by federal (or United States) law to investigational use.
For
more information, please visit http://www.glucotrack.com. Information on the Company’s website does not constitute a part of and
is not incorporated by reference into this press release.
Forward-Looking
Statements
This
news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements
contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting
the generality of the foregoing, words such as “anticipate”, “believe”, “expect”, “plan”
and “will” are intended to identify forward-looking statements. Such forward-looking statements are based on the beliefs
of management, as well as assumptions made by, and information currently available to, management. These statements relate only to events
as of the date on which the statements are made, and Glucotrack undertakes no obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise, except as required by law. All of the forward-looking statements
made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results anticipated
by Glucotrack will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us
or our business or operations. Readers are cautioned that certain important factors may affect Glucotrack’s actual results and
could cause such results to differ materially from any forward-looking statements that may be made in this news release. Factors that
may affect Glucotrack’s results include, but are not limited to, the ability of Glucotrack to raise additional capital to finance
its operations (whether through public or private equity offerings, debt financings, strategic collaborations or otherwise); risks relating
to the receipt (and timing) of regulatory approvals (including FDA approval); risks relating to enrollment of patients in, and the conduct
of, clinical trials; risks relating to Glucotrack’s future distribution agreements; risks relating to its ability to hire and retain
qualified personnel, including sales and distribution personnel; and the additional risk factors described in Glucotrack’s filings
with the U.S. Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the year ended
December 31, 2025 as filed with the SEC on March 30, 2026.
Contacts:
| Investor Relations: |
Media: |
| investors@glucotrack.com |
GlucotrackPR@icrinc.com |
GLUCOTRACK
INC.
CONSOLIDATED
BALANCE SHEETS
| | |
In
thousands of US dollars (except stock data) | |
| | |
December
31, 2025 | | |
December
31, 2024 | |
| | |
| | |
| |
| Current
Assets | |
| | | |
| | |
| Cash
and cash equivalents | |
$ | 7,383 | | |
$ | 5,617 | |
| Other
current assets | |
| 284 | | |
| 151 | |
| Total
current assets | |
| 7,667 | | |
| 5,768 | |
| | |
| | | |
| | |
| Operating
lease right-of-use asset, net | |
| 33 | | |
| 59 | |
| Property
and equipment, net | |
| 138 | | |
| 95 | |
| Restricted
cash | |
| - | | |
| 10 | |
| TOTAL
ASSETS | |
$ | 7,838 | | |
$ | 5,932 | |
| | |
| | | |
| | |
| LIABILITIES
AND STOCKHOLDERS’ (DEFICIT) EQUITY | |
| | | |
| | |
| Current
Liabilities | |
| | | |
| | |
| Accounts
payable | |
$ | 1,317 | | |
$ | 992 | |
| Operating
lease liability, current | |
| 28 | | |
| 26 | |
| Promissory
notes | |
| 3,182 | | |
| - | |
| Convertible
promissory notes | |
| - | | |
| 5 | |
| Other
current liabilities | |
| 246 | | |
| 252 | |
| Total
current liabilities | |
| 4,773 | | |
| 1,275 | |
| | |
| | | |
| | |
| Non-Current
Liabilities | |
| | | |
| | |
| Derivative
financial liabilities | |
| 1 | | |
| 17,421 | |
| Operating
lease liability, non-current | |
| 5 | | |
| 33 | |
| Loans
from stockholders | |
| 231 | | |
| 203 | |
| Total
liabilities | |
| 5,010 | | |
| 18,932 | |
| | |
| | | |
| | |
| Commitments
and contingent liabilities | |
| | | |
| | |
| | |
| | | |
| | |
| Stockholders’
(Deficit) Equity | |
| | | |
| | |
| Common
Stock of $0.001 par value (“Common Stock”): | |
| | | |
| | |
| 250,000,000
shares authorized as of December 31, 2025 and 100,000,000 shares authorized as of December 31, 2024; 910,688 and 13,409 shares issued
and outstanding as of December 31, 2025 and 2024, respectively | |
| 1 | | |
| 1 | |
| Additional
paid-in capital | |
| 151,080 | | |
| 119,229 | |
| Receipts
on account of shares | |
| 3,544 | | |
| 228 | |
| Accumulated
other comprehensive income | |
| 41 | | |
| (8 | ) |
| Accumulated
deficit | |
| (151,838 | ) | |
| (132,450 | ) |
| Total
stockholders’ (deficit) equity | |
| 2,828 | | |
| (13,000 | ) |
TOTAL
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | |
$ | 7,838 | | |
$ | 5,932 | |
GLUCOTRACK
INC.
CONSOLIDATED
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
| | |
In
thousands of US dollars
(except stock and per stock amounts) | |
| | |
2025 | | |
2024 | |
| Operating
expenses: | |
| | | |
| | |
| Research
and development expenses | |
$ | 9,813 | | |
$ | 9,499 | |
| General
and administrative expenses | |
| 6,277 | | |
| 5,048 | |
| Total
operating expenses | |
| 16,090 | | |
| 14,547 | |
| Loss
from operations | |
| 16,090 | | |
| 14,547 | |
| Other
income (expense): | |
| | | |
| | |
| Other
(income) expense | |
| (26 | ) | |
| (14 | ) |
| Change
in fair value of derivative liability | |
| 3,267 | | |
| 798 | |
| Loss
on equity issuance | |
| - | | |
| 1,925 | |
| Loss
on settlement of liabilities | |
| - | | |
| 4,758 | |
| Finance
expense, net | |
| 57 | | |
| 583 | |
| Total
other income | |
| 3,298 | | |
| 8,050 | |
| Net
loss | |
| 19,388 | | |
| 22,597 | |
| Other
comprehensive loss: | |
| | | |
| | |
| Foreign
currency translation adjustment | |
| (49 | ) | |
| (24 | ) |
| Comprehensive
loss | |
$ | 19,339 | | |
$ | 22,573 | |
| Basic
and diluted loss per share | |
$ | 31.22 | | |
$ | 4,106 | |
| Weighted
average number of Common Stock outstanding used in computing basic and diluted net loss per share | |
| 621,094 | | |
| 5,503 | |