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BOSC 6-K

Bos Better Online Solutions Ltd (BOSC)

6-K 2026-08-20 For: 2026-08-20
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Added on August 20, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6 - K

Report of Foreign Private Issuer

Pursuant to Rule 13a - 16 or 15d -16

Under the Securities Exchange Act of 1934

For the Month of August 2026

Commission file number 001-14184

B.O.S. Better Online Solutions Ltd.

(Translation of Registrant’s Name into English)

20 Freiman Street, Rishon LeZion, 7535825, Israel

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

B.O.S. Better Online Solutions Ltd.

The GAAP financial statements, included in the Press Release that is attached to this Form 6-K, are hereby incorporated by reference into all effective Registration Statements filed by us under the Securities Act of 1933, as amended, to the extent not superseded by documents or reports subsequently filed or furnished.

The following exhibit is attached:

99.1 Press Release: BOS Reports Second Quarter and First Half 2026 Financial Results.

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Signature

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, thereunto duly authorized.

B.O.S. Better Online Solutions Ltd.
(Registrant)
By: /s/ Moshe Zeltzer
Moshe Zeltzer
Chief Financial Officer

Dated: August 20, 2026

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EXHIBIT INDEX

EXHIBIT NO. DESCRIPTION
99.1 Press Release: BOS Reports Second Quarter and First Half 2026 Financial Results.

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Exhibit 99.1

BOS Reports Second Quarter and First Half 2026 Financial Results

Second Quarter Revenue Grew 29% Year-Over-Year to $14.9 Million

Raises Full-Year 2026 Net Income Guidance

RISHON LE ZION, Israel, August 20, 2026 -- BOS Better Online Solutions Ltd. (“BOS” or the “Company”) (Nasdaq: BOSC), an integrator of supply chain technologies for the aerospace, defense, industrial and retail sectors, today announced its financial results for the second quarter and first half ended June 30, 2026.

Second Quarter 2026 Financial Highlights

Revenue was $14.9 million, up 29% from $11.5 million in the<br>second quarter of 2025.
Gross profit was $3.4 million, or 23.0% of revenue, compared<br>to $2.6 million, or 22.8% of revenue, in the second quarter of 2025.
--- ---
Operating income was $1.1 million, compared to $0.1 million<br>in the second quarter of 2025, which included a $0.7 million goodwill impairment charge.
--- ---
EBITDA was $1.3 million, compared to $0.9 million in the<br>second quarter of 2025.
--- ---
Net income was $1.4 million, or $0.19 per diluted share,<br>compared to net income of $0.8 million, or $0.12 per diluted share, in the second quarter of 2025.
--- ---

First Half 2026 Financial Highlights

Revenue was $26.2 million, compared to $26.6 million in the<br>first half of 2025.
Gross profit was $6.2 million, or 23.8% of revenue, compared<br>to $6.2 million, or 23.4% of revenue, in the first half of 2025.
--- ---
Operating income was $1.7 million, compared to $1.8 million<br>in the first half of 2025; the 2025 period included a $0.7 million goodwill impairment charge.
--- ---
EBITDA was $2.2 million, compared to $2.8 million in the<br>first half of 2025.
--- ---
Net income was $2.1 million, or $0.30 per diluted share,<br>compared to net income of $2.1 million, or $0.33 per diluted share, in the first half of 2025.
--- ---

“Second-quarter 2026 revenue grew 29% year-over-year, helping offset a softer first quarter of 2026 and bringing first-half 2026 revenue roughly in line with last year,” said Eyal Cohen, BOS’ CEO. “Our backlog remained at a record $31 million as of the end of the second quarter of 2026, unchanged from the previous quarter, despite 30% quarter-over-quarter revenue growth. Approximately $20 million of the backlog is scheduled for delivery by year-end. Together with first-half revenue, this amount represents approximately 91% of our full-year 2025 revenue. Accordingly, we continue to expect full-year 2026 revenue to exceed $51 million, and we are raising our net income guidance to exceed $3.6 million.

Growth in the first half was led by our RFID division, up 17.5% year-over-year, while Supply Chain revenue softened by 5.8%, which we view as temporary based on backlog trends,” concluded Eyal Cohen.

Moshe Zeltzer, BOS’ Chief Financial Officer, stated: “The depreciation of the U.S. dollar against the New Israeli Shekel increased our operating expenses by approximately $0.6 million in the first half of 2026, compared to the first half of 2025, creating pressure on our profitability. We are responding to the depreciation of the U.S. dollar by working to accelerate revenue growth and improve gross profit margins.

The diluted earnings per share for the first half declined to $0.30 from $0.33 in the comparable period primarily due to 970,000 shares issued upon warrant and option exercises in the second half of 2025. The proceeds from the exercises amounted to $2.9 million, which we plan to deploy toward acquisitions that are expected to increase our earnings. We remain focused both on organic growth across all three divisions and on continuing to evaluate selective bolt-on acquisitions.”

Investor Conference Call

BOS will host a video conference meeting on August 20, 2026, at 8:30 a.m. EDT. A question-and-answer session will follow management’s presentation. To access the video conference meeting, please click on the following link:
https://us06web.zoom.us/j/82362585684?pwd=TxUMoGZQB7b9WbbKaNtkDb3Tn95gEq.1

For those unable to participate in the video conference, a recording of the meeting will be available the next day on the BOS website: www.boscom.com

About BOS

BOS integrates cutting-edge technologies to streamline and enhance supply chain operations for global customers in the aerospace, defense, industrial and retail sectors. The Company operates three specialized divisions:

Supply Chain Division

Distributes and integrates franchised electronic components directly into customer products.

RFID Division

Optimizes customers’ inventory management through state-of-the-art marking and tracking solutions, ensuring real-time visibility and control.

Intelligent Robotics Division

Automates industrial and logistics inventory processes through advanced robotics technologies, improving efficiency and precision.

For more information on BOS Better Online Solutions Ltd., visit www.boscom.com.

Contacts:

Toni McLaughlin, Director

Allele Communications | +1 786.290.7095 | [email protected]

Eyal Cohen, CEO

BOS | +972-542525925 | [email protected]

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Use of Non-GAAP Financial Information

BOS reports financial results in accordance with U.S. GAAP and also provides certain non-GAAP measures. These non-GAAP measures are not in accordance with, nor are they a substitute for, GAAP measures. These non-GAAP measures are intended to supplement the Company’s presentation of its financial results prepared in accordance with GAAP. The Company uses these non-GAAP measures to evaluate and manage its operations internally and is providing this information to assist investors in performing additional financial analysis consistent with financial models developed by research analysts who follow the Company. The reconciliation set forth below is provided in accordance with Regulation G and reconciles the non-GAAP financial measures with the most directly comparable GAAP financial measures.

Contracted backlog

Represents the estimated value of firm customer orders under contract as of the date indicated. Backlog is not a guarantee of future revenues, and may be canceled, modified, or delayed by customers.

Safe Harbor Regarding Forward-Looking Statements

The forward-looking statements contained herein reflect management’s current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause the actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of BOS. These risk factors and uncertainties include, amongst others, the dependency of sales being generated from one or a few major customers, the uncertainty of BOS being able to maintain current gross profit margins, inability to keep up or ahead of technology and to succeed in a highly competitive industry, inability to maintain marketing and distribution arrangements and to expand our overseas markets, uncertainty with respect to the prospects of legal claims against BOS, the effect of exchange rate fluctuations, general worldwide economic conditions, the effect of the ongoing armed conflict and security conditions in Israel and in the region, the continued availability of financing for working capital purposes and to refinance outstanding indebtedness; and additional risks and uncertainties detailed in BOS’ periodic reports and registration statements filed with the US Securities and Exchange Commission. BOS undertakes no obligation to publicly update or revise any such forward-looking statements to reflect any change in its expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.

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CONSOLIDATED STATEMENTS OF OPERATIONS

U.S. dollars in thousands (except share and per share numbers)

Six months ended June 30, Three months ended June 30,
2026 2025 2026 2025
(Unaudited) (Unaudited)
Revenues 26,242 26,553 14,853 11,527
Cost of revenues 19,999 20,334 11,444 8,896
Gross profit 6,243 6,219 3,409 2,631
Operating costs and expenses:
Research and development 114 87 54 45
Sales and marketing 3,104 2,540 1,627 1,277
General and administrative 1,290 1,081 658 539
Impairment of goodwill - 700 - 700
Total operating costs and expenses 4,508 4,408 2,339 2,561
Operating income 1,735 1,811 1,070 70
Financial income, net 415 424 295 696
Income before taxes on income 2,150 2,235 1,365 766
Taxes on income 20 121 - 1
Net income 2,130 2,114 1,365 765
Basic net income per share 0.30 0.36 0.19 0.13
Diluted net income per share 0.30 0.33 0.19 0.12
Weighted average number of shares used in computing basic net income per share 7,043 5,925 7,050 5,950
Weighted average number of shares used in computing diluted net income per share 7,193 6,385 7,194 6,438
Number of outstanding shares as of June 30, 2026 and 2025 7,060 6,060 7,060 6,060

All values are in US Dollars.

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CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands)

June 30,<br>2026 December 31,<br>2025
(Unaudited) (Audited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents 10,378 11,825
Restricted bank deposits 130 98
Trade receivables, net 17,739 15,638
Other receivable and prepaid expenses 2,025 1,440
Inventories 7,726 6,541
Total current assets 37,998 35,542
OTHER LONG-TERM ASSETS 129 128
PROPERTY AND EQUIPMENT, NET 3,517 3,449
OPERATING LEASE RIGHT-OF-USE ASSETS, NET 856 926
DEFERRED TAX ASSETS 1,250 1,250
OTHER INTANGIBLE ASSETS, NET 810 361
GOODWILL 2,988 2,988
Total assets 47,548 44,644

All values are in US Dollars.

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CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands)

June 30, 2026 December 31,<br>2025
(Unaudited) (Audited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Short term loans and current maturities of long-term loans 139 775
Operating lease liabilities, current 280 251
Trade payables 8,202 6,778
Employees and payroll accruals 1,376 1,266
Deferred revenues 3,285 3,129
Accrued expenses and other liabilities 623 983
Total current liabilities 13,905 13,182
LONG-TERM LIABILITIES:
Long-term loans, net of current maturities 972 972
Operating lease liabilities, non-current 744 768
Long term deferred revenues 345 286
Accrued severance pay, net 701 732
Total long-term liabilities 2,762 2,758
TOTAL SHAREHOLDERS’ EQUITY 30,881 28,704
Total liabilities and shareholders’ equity 47,548 44,644

All values are in US Dollars.

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CONDENSED CONSOLIDATED EBITDA

(U.S. dollars in thousands)

Six months ended June 30, Three months ended June 30,
2026 2025 2026 2025
Operating income 1,735 1,811 1,070 70
Add:
Impairment of goodwill - 700 - 700
Amortization of intangible assets 190 30 75 15
Stock-based compensation 23 20 17 10
Depreciation 224 204 116 103
EBITDA 2,172 2,765 1,278 898

All values are in US Dollars.

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SEGMENT INFORMATION

(U.S. dollars in thousands)

RFID Supply<br>Chain<br>Solutions Intelligent<br>Robotics Intercompany Consolidated
Six months ended June 30,<br>2026
Revenues 7,251 18,595 617 (221 ) 26,242
Gross profit 1,423 4,564 256 - 6,243
Allocated operating expenses 1,207 2,384 216 - 3,807
Amortization of intangible assets - 190 - - 190
Unallocated operating expenses* - - - 511
Income from operations 216 1,990 40 - 1,735
Financial income and tax on income 395
Net income 2,130

All values are in US Dollars.

RFID Supply<br>Chain<br>Solutions Intelligent<br>Robotics Intercompany Consolidated
Six months ended June 30,<br>2025
Revenues 6,168 19,734 868 (217 ) 26,553
Gross profit 1,261 4,753 205 - 6,219
Allocated operating expenses 1,060 2,076 141 - 3,277
Impairment of goodwill and intangible assets 700 30 - - 730
Unallocated operating expenses* - - - - 401
Income (loss) from operations (499 ) 2,647 64 - 1,811
Financial income and tax on income 303
Net income 2,114

All values are in US Dollars.

* Unallocated operating expenses include costs not specific<br>to a particular segment but are general to the group, such as expenses incurred for insurance of directors and officers, public company<br>fees, legal fees, and other similar corporate costs.

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SEGMENT INFORMATION

(U.S. dollars in thousands)

RFID Supply<br>Chain<br>Solutions Intelligent<br>Robotics Intercompany Consolidated
Three months ended June 30,<br>2026
Revenues 3,794 10,946 311 (198 ) 14,853
Gross profit 765 2,538 106 - 3,409
Allocated operating expenses 645 1,240 105 - 1,990
Amortization of intangible assets - 75 - 75
Unallocated operating expenses* - - - - 274
Income from operations 120 1,223 1 - 1,070
Financial income and tax on income 295
Net income 1,365

All values are in US Dollars.

RFID Supply<br>Chain<br>Solutions Intelligent<br>Robotics Intercompany Consolidated
Three months ended June 30,<br>2025
Revenues 2,910 8,344 371 (98 ) 11,527
Gross profit 555 1,997 79 - 2,631
Allocated operating expenses 531 1,042 73 - 1,646
Impairment of goodwill and intangible assets 700 15 - 715
Unallocated operating expenses* - - - - 200
Income (loss) from operations (676 ) 940 6 - 70
Financial income and tax on income 695
Net income 765

All values are in US Dollars.

* Unallocated operating expenses include costs not specific<br>to a particular segment but are general to the group, such as expenses incurred for insurance of directors and officers, public company<br>fees, legal fees, and other similar corporate costs.

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