GCTK 8-K
Glucotrack, Inc. (GCTK)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry Into a Material Definitive Agreement.
As previously disclosed, on July 14, 2026, Glucotrack, Inc. (the “Company”) entered into a securities purchase agreement as supplemented by a joinder dated August 4, 2026 (the “Purchase Agreement”), with certain investors (the “Bridge Investors”) pursuant to which the Company issued to the Bridge Investors senior secured convertible promissory notes (the “Bridge Notes”) and common stock purchase warrants (the “Bridge Warrants”). Beginning on September 22, 2026, the Company commenced the execution of amendments to the Bridge Warrants (the “Bridge Warrant Amendment”). Execution of such amendments remains ongoing. Pursuant to their terms, each Bridge Warrant Amendment becomes effective upon execution and delivery by the Company and the applicable holder. On September 25, 2026, in connection with the closing of the Company’s registered direct offering, the outstanding Bridge Notes were repaid in full.
As previously disclosed, on August 4, 2026, the Company entered into a securities purchase agreement (the “Interim PIPE SPA”) with an investor (the “PIPE Purchaser”) for a private placement of securities pursuant to which the Company issued pre-funded warrants and common stock purchase warrants (the “Common Warrants”). On September 22, 2026, the Company and the PIPE Purchaser entered into an amendment to the Common Warrants (the “Amendment No. 2 to Common Warrant”).
As previously disclosed, on September 10, 2026, the Company entered into a securities purchase agreement (the “September Purchase Agreement”) with certain investors (the “September Investors”) pursuant to which the Company issued to the September Investors senior secured convertible promissory notes (the “September Notes”) and common stock purchase warrants (the “September Warrants”). Beginning on September 22, 2026, the Company executed amendments to the September Notes (the “September Note Amendment”) and the September Warrants (the “September Warrant Amendment”). Pursuant to their terms, each September Warrant Amendment became effective upon execution and delivery by the Company and the applicable holder, and the September Note Amendments became effective upon execution and delivery of amendment counterparts by the Company and all holders of September Notes, which occurred on September 28, 2026.
The Bridge Warrant Amendment, Amendment No. 2 to Common Warrant, and September Warrant Amendment each remove provisions permitting downward adjustment to the Floor Price (as defined in the applicable purchase agreement). The September Note Amendment (i) removes provisions permitting downward adjustment to the Floor Price, (ii) revises certain anti-dilution adjustment provisions so that the Floor Price operates as an absolute floor below which no conversion may occur and no adjustment to the Conversion Price (as defined in the applicable purchase agreement) may reduce the Conversion Price below the Floor Price, and (iii) revises the make-whole payment provision so that any True-Up Amount (as defined in the applicable purchase agreement) may be satisfied only in cash.
The form of Bridge Warrant Amendment, Amendment No. 2 to Common Warrant, September Note Amendment, and September Warrant Amendment are filed as Exhibits 4.1, 4.2, 4.3, and 4.4, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The foregoing descriptions of such amendments are qualified in their entirety by reference to the full text thereof.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 4.1 | Form of Bridge Warrant Amendment | |
| 4.2 | Form of Amendment No. 2 to Common Warrant | |
| 4.3 | Form of September Note Amendment | |
| 4.4 | Form of September Warrant Amendment | |
| 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: September 28, 2026 | ||
| GLUCOTRACK, INC. | ||
| By: | /s/ Erik Emerson | |
| Name: | Erik Emerson | |
| Title: | Chief Executive Officer | |
Exhibit 4.1
AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANT
This AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANT, dated as of September [__], 2026 (this “Amendment”), amends that certain COMMON STOCK PURCHASE WARRANT (the “Warrant”), dated as of July 14, 2026, issued by Glucotrack, Inc., a Delaware corporation (the “Company”), for the benefit of [__], the registered holder thereof or its permitted assigns (“Holder”). The Company and Holder are referred to collectively herein as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Warrant.
WITNESSETH:
WHEREAS, pursuant to and in accordance with Section 5(m) of the Warrant, the Warrant may be modified or amended with the written consent of the Company and the Holder; and
WHEREAS, in order to comply with Nasdaq listing requirements, the Company and the Holder desire to amend the Warrant as set forth herein.
NOW, THEREFORE, in consideration of the rights and obligations contained herein, and for other good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:
Section 1. Amendment to the Warrant.
A. Section 2(g) of the Warrant is hereby amended and restated in its entirety by replacing Section 2(g) with the following:
“(g) Floor Price. Notwithstanding anything in this Warrant to the contrary, in no event shall the Exercise Price be reduced or adjusted below a floor price (the “Floor Price”) equal to twenty percent (20%) of the Nasdaq Minimum Price (as defined in the Purchase Agreement) of the Company on the Issue Date.”
Section 2. No Other Amendments. Each reference to “this Warrant,” “hereunder,” “hereof” and other similar references set forth in the Warrant and each reference to the Warrant in any other agreement, document or other instrument shall, in each case, refer to the Warrant as modified by this Amendment. Except as and to the extent expressly modified by this Amendment, the Warrant is not otherwise being amended, modified or supplemented and shall remain in full force and effect and is hereby in all respects ratified and confirmed, and the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of any party under the Warrant.
Section 3. Miscellaneous Provisions. Section 5 of the Warrant shall apply to this Amendment mutatis mutandis.
[Signature Page Follows]
IN WITNESS WHEREOF each Party has hereunto caused this Amendment to be duly executed on its behalf as of the day and year first above written.
| COMPANY: | ||
| GLUCOTRACK, INC. | ||
| By: | ||
| Name: | Erik Emerson | |
| Title: | Chief Executive Officer | |
| HOLDER: | ||
| Name: | [__] | |
[Signature page to Amendment to Warrant]
Exhibit 4.2
AMENDMENT NO. 2 TO WARRANT TO PURCHASE COMMON STOCK
This AMENDMENT NO. 2 TO WARRANT TO PURCHASE COMMON STOCK, dated as of September [__], 2026 (this “Amendment”), amends that certain WARRANT TO PURCHASE COMMON STOCK (the “Warrant”), dated as of August 4, 2026, as amended by Amendment No. 1 to Warrant to Purchase Common Stock, dated September 14, 2026, issued by Glucotrack, Inc., a Delaware corporation (the “Company”), for the benefit of [__], the registered holder thereof or its permitted assigns (“Holder”). The Company and Holder are referred to collectively herein as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Warrant.
WITNESSETH:
WHEREAS, pursuant to and in accordance with Section 9 of the Warrant, the Warrant may be amended with the written consent of the Company and the Holder; and
WHEREAS, in order to comply with Nasdaq listing requirements, the Company and the Holder desire to amend the Warrant as set forth herein.
NOW, THEREFORE, in consideration of the rights and obligations contained herein, and for other good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:
Section 1. Amendment to the Warrant.
A. Section 2(a) of the Warrant is hereby amended and restated in its entirety by replacing Section 2(a) with the following:
“(a) Stock Dividends and Splits. Without limiting any provision of Section 4, if the Company, at any time on or after the date of the Securities Purchase Agreement, (i) pays a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes a distribution on any class of capital stock that is payable in Common Stock, (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock into a larger number of shares or (iii) combines (by combination, reverse stock split or otherwise) one or more classes of its then outstanding shares of Common Stock into a smaller number of shares (each of (i), (ii) and (iii), a “Share Combination Event” and the date of such event, the “Share Combination Event Date”), then in each such case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to clause (i) of this paragraph shall become effective immediately after the record date for the determination of shareholders entitled to receive such dividend or distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that an Exercise Price is calculated hereunder, then the calculation of such Exercise Price shall be adjusted appropriately to reflect such event. Notwithstanding the foregoing, if at any time and from time to time on or after the Issuance Date there occurs any Share Combination Event and the Event Market Price is less than the Exercise Price then in effect (after giving effect to the adjustments in clauses (i), (ii) and (iii) above), then on the sixteenth (16th) Trading Day immediately following such Share Combination Event Date, the Exercise Price then in effect on such sixteenth (16th) Trading Day (after giving effect to the adjustments in clauses (i), (ii) and (iii) above) shall be reduced (but in no event increased) to the Event Market Price; provided, however, that in no event shall the Exercise Price be reduced below the Floor Price. For the avoidance of doubt, if the adjustment in the immediately preceding sentence would otherwise result in an increase in the Exercise Price hereunder, no adjustment shall be made.”
B. Section 16(m) of the Warrant is hereby amended and restated in its entirety by replacing Section 16(m) with the following:
“(m) “Floor Price” means 20% of the Closing Sale Price on the date of this Warrant.”
Section 2. No Other Amendments. Each reference to “this Warrant,” “hereunder,” “hereof” and other similar references set forth in the Warrant and each reference to the Warrant in any other agreement, document or other instrument shall, in each case, refer to the Warrant as modified by this Amendment. Except as and to the extent expressly modified by this Amendment, the Warrant is not otherwise being amended, modified or supplemented and shall remain in full force and effect and is hereby in all respects ratified and confirmed, and the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of any party under the Warrant.
Section 3. Miscellaneous Provisions. Sections 8 through 16 of the Warrant shall apply to this Amendment mutatis mutandis.
[Signature Page Follows]
IN WITNESS WHEREOF each Party has hereunto caused this Amendment to be duly executed on its behalf as of the day and year first above written.
| COMPANY: | ||
| GLUCOTRACK, INC. | ||
| By: | ||
| Name: | Erik Emerson | |
| Title: | Chief Executive Officer | |
| HOLDER: | ||
| Name: | [__] | |
[Signature page to Amendment to Warrant]
Exhibit 4.3
AMENDMENT NO. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE
This AMENDMENT NO. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE, dated as of September [__], 2026 (this “Amendment”), amends that certain SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (the “Note”), dated as of September 10, 2026, issued by Glucotrack, Inc., a Delaware corporation (the “Company” or “Maker”), for the benefit of [__], the registered holder thereof or its permitted assigns (“Holder”). The Company and Holder are referred to collectively herein as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Note.
WITNESSETH:
WHEREAS, pursuant to and in accordance with Section 5.8 of the Note, the Note may be amended in a written instrument signed by the Company and the Holder and approved by the Requisite Holders (as defined in the Purchase Agreement); and
WHEREAS, in order to comply with Nasdaq listing requirements, the Company and the Holder desire to amend the Note as set forth herein.
NOW, THEREFORE, in consideration of the rights and obligations contained herein, and for other good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:
Section 1. Amendment to the Note.
A. Section 3.4(a)(v) of the Note is hereby amended and restated in its entirety by replacing Section 3.4(a)(v) with the following:
“(v) Adjustment Due to Dilutive Issuance. If, at any time while this Note is outstanding the Company issues or sells, or in accordance with this Section 3.4(a)(v) hereof is deemed to have issued or sold, except for Common Stock issued in an issuance of Exempted Securities (except for issuances under clauses (d), (e), or (f) of the definition of Exempted Securities in the Purchase Agreement), any Common Stock for a consideration per share (before deduction of reasonable expenses or commissions or underwriting discounts or allowances in connection therewith) less than the Conversion Price in effect on the date of such issuance (or deemed issuance) of such Common Stock (a “Dilutive Issuance”), then immediately upon the Dilutive Issuance, the Conversion Price will be reduced to the amount of the consideration per share received by the Company in such Dilutive Issuance, but in no event lower than the Floor Price.
The Company shall be deemed to have issued or sold Common Stock if the Company in any manner issues or grants any warrants, rights or options (not including employee stock option plans), whether or not immediately exercisable, to subscribe for or to purchase Common Stock or other securities convertible into or exchangeable for Common Stock (“Convertible Securities”) (such warrants, rights and options to Common Stock or Convertible Securities are hereinafter referred to as “Options”) and the price per share for which such Common Stock are issuable upon the exercise of such Options is less than the Conversion Price then in effect, then the Conversion Price shall be equal to such price per share, but in no event lower than the Floor Price. For purposes of the preceding sentence, the “price per share for which such Common Stock are issuable upon the exercise of such Options” is determined by dividing (i) the total amount, if any, received or receivable by the Company as consideration for the issuance or granting of all such Options, plus the minimum aggregate amount of additional consideration, if any, payable to the Company upon the exercise of all such Options, plus, in the case of Convertible Securities issuable upon the exercise of such Options, the minimum aggregate amount of additional consideration payable upon the conversion or exchange thereof at the time such Convertible Securities first become convertible or exchangeable, by (ii) the maximum total number of Common Stock issuable upon the exercise of all such Options (assuming full conversion of Convertible Securities, if applicable). No further adjustment to the Conversion Price will be made upon the actual issuance of such Common Stock upon the exercise of such Options or upon the conversion or exchange of Convertible Securities issuable upon exercise of such Options.
Additionally, the Company shall be deemed to have issued or sold Common Stock if the Company in any manner issues or sells any Convertible Securities, whether or not immediately convertible (other than in an issuance of Exempted Securities (except for issuances under clause (d) of the definition of Exempted Securities in the Purchase Agreement)), and the price per share for which such Common Stock issuable upon such conversion or exchange is less than the Conversion Price then in effect, then the Conversion Price shall be equal to such price per share, but in no event lower than the Floor Price. For the purposes of the preceding sentence, the “price per share for which such Common Stock issuable upon such conversion or exchange” is determined by dividing (i) the total amount, if any, received or receivable by the Company as consideration for the issuance or sale of all such Convertible Securities, plus the minimum aggregate amount of additional consideration, if any, payable to the Company upon the conversion or exchange thereof at the time such Convertible Securities first become convertible or exchangeable, by (ii) the maximum total number of Common Stock issuable upon the conversion or exchange of all such Convertible Securities. No further adjustment to the Conversion Price will be made upon the actual issuance of such Common Stock upon conversion or exchange of such Convertible Securities.”
B. Section 3.4(a)(vi) of the Note is hereby amended and restated in its entirety by replacing Section 3.4(a)(vi) with the following:
“(vi) Share Combination Event Adjustment. If at any time and from time to time on or after the Issuance Date there occurs any share split, share dividend, share combination recapitalization or other similar transaction involving the Common Stock (each, a “Share Combination Event”, and such date thereof, the “Share Combination Event Date”) and the Event Market Price is less than the Conversion Price then in effect (after giving effect to the adjustment in clause 3.4(a) above), then on the sixteenth (16th) Trading Day immediately following such Share Combination Event, the Conversion Price then in effect on such sixteenth (16th) Trading Day (after giving effect to the adjustment in clause 3.4(a) above) shall be reduced (but in no event increased or reduced below the Floor Price) to the Event Market Price. For the avoidance of doubt, if the adjustment in the immediately preceding sentence would otherwise result in an increase in the Conversion Price hereunder, no adjustment shall be made.”
C. Section 3.4(a)(vii) of the Note is hereby amended and restated in its entirety by replacing Section 3.4(a)(vii) with the following:
“(vii) Other Events. In the event that the Company (or any Subsidiary (as defined in the Purchase Agreement)) shall take any action to which the provisions hereof are not strictly applicable, or, if applicable, would not operate to protect the Holder from dilution or if any event occurs of the type contemplated by the provisions of this Section 3.4 but not expressly provided for by such provisions (including, without limitation, the granting of share appreciation rights, phantom share rights or other rights with equity features), then the Company’s board of directors shall in good faith determine and implement an appropriate adjustment in the Conversion Price and the number of Conversion Shares (if applicable) so as to protect the rights of the Holder, provided that no such adjustment pursuant to this Section 3.4 will increase the Conversion Price or decrease the number of Conversion Shares as otherwise determined pursuant to this Section 3.4, and provided further that if the Holder does not accept such adjustments as appropriately protecting its rights hereunder, then the Board of Directors and the Holder shall agree, in good faith, upon an independent investment bank of nationally recognized standing to make such appropriate adjustments, whose determination shall be final and binding absent manifest error and whose fees and expenses shall be borne by the Company.”
D. Section 3.8 of the Note is hereby amended and restated in its entirety by replacing 3.8 with the following:
“3.8 Make-Whole Payment. If, on any Conversion Date, the Conversion Price applicable to such conversion would, but for the application of the Floor Price, be less than the Floor Price (such price, the “Unrestricted Conversion Price”), then:
(a) The Conversion Price for such conversion shall be the Floor Price;
(b) For purposes of calculating the True-Up Amount only, the Company shall determine the “Share Shortfall” by the following formula: Share Shortfall = (PC ÷ UCP) – (PC ÷ FP), where: PC = the Conversion Amount being converted on such Conversion Date; UCP = the Unrestricted Conversion Price; and FP = the Floor Price. For the avoidance of doubt, the Share Shortfall shall not entitle the Holder to any additional shares of Common Stock.
(c) On the Conversion Date, the Company shall pay to the Holder an amount in cash (the “True-Up Amount”), which shall be determined by the following formula: True-Up Amount = Share Shortfall × MP, where “MP” means the lowest VWAP on the Trading Day immediately preceding the Conversion Date.
(d) Each conversion shall independently give rise to a separate True-Up Amount obligation pursuant to this Section 3.8. In the event the Company fails to pay the True-Up Amount when due, such unpaid amount shall bear interest at the Past Due Rate until paid in full, and the failure to pay the True-Up Amount shall constitute an Event of Default hereunder.”
E. Section 5.14(c) of the Note is hereby amended and restated in its entirety by replacing 5.14(c) with the following:
“(c) “Floor Price” means 20% of the Nasdaq Minimum Price of the Company’s common stock on the Issuance Date, as subject to adjustment as provided herein. For the avoidance of doubt, no conversion may occur at less than the Floor Price and no adjustment to the Conversion Price shall reduce the Conversion Price below the Floor Price.”
Section 2. No Other Amendments. Each reference to “this Note,” “hereunder,” “hereof” and other similar references set forth in the Note and each reference to the Note in any other agreement, document or other instrument shall, in each case, refer to the Note as modified by this Amendment. Except as and to the extent expressly modified by this Amendment, the Note is not otherwise being amended, modified or supplemented and shall remain in full force and effect and is hereby in all respects ratified and confirmed, and the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of any party under the Note.
Section 3. Miscellaneous Provisions. Article 5 of the Note shall apply to this Amendment mutatis mutandis.
Section 4. Effectiveness. This Amendment is one of a series of amendments to the Notes in substantially similar form being executed by the Company and each holder of outstanding Notes issued under the Securities Purchase Agreement, dated as of September 10, 2026, by and between the Company and the Holders. This Amendment shall become effective only upon execution and delivery of a counterpart of each such amendment by the Company and all such holders.
[Signature Page Follows]
IN WITNESS WHEREOF each Party has hereunto caused this Amendment to be duly executed on its behalf as of the day and year first above written.
| COMPANY: | ||
| GLUCOTRACK, INC. | ||
| By: | ||
| Name: | Erik Emerson | |
| Title: | Chief Executive Officer | |
| HOLDER: | ||
| Name: | [__] | |
Accepted and Agreed:
| REQUISITE HOLDERS: | ||
| [__] | ||
| By: | ||
| Name: | ||
| Title: | ||
| [__] | ||
| By: | ||
| Name: | ||
| Title: | ||
| [__] | ||
| By: | ||
| Name: | ||
| Title: | ||
[Signature page to Amendment to Note]
Exhibit 4.4
AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCK
This AMENDMENT NO. 1 TO WARRANT TO PURCHASE COMMON STOCK, dated as of September [__], 2026 (this “Amendment”), amends that certain WARRANT TO PURCHASE COMMON STOCK (the “Warrant”), dated as of September 10, 2026, issued by Glucotrack, Inc., a Delaware corporation (the “Company”), for the benefit of [__], the registered holder thereof or its permitted assigns (“Holder”). The Company and Holder are referred to collectively herein as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Warrant.
WITNESSETH:
WHEREAS, pursuant to and in accordance with Section 9 of the Warrant, the Warrant may be amended with the written consent of the Company and the Holder; and
WHEREAS, in order to comply with Nasdaq listing requirements, the Company and the Holder desire to amend the Warrant as set forth herein.
NOW, THEREFORE, in consideration of the rights and obligations contained herein, and for other good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties agree as follows:
Section 1. Amendment to the Warrant.
A. Section 2(a) of the Warrant is hereby amended and restated in its entirety by replacing Section 2(a) with the following:
“(a) Stock Dividends and Splits. Without limiting any provision of Section 4, if the Company, at any time on or after the date of the Securities Purchase Agreement, (i) pays a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes a distribution on any class of capital stock that is payable in Common Stock, (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock into a larger number of shares or (iii) combines (by combination, reverse stock split or otherwise) one or more classes of its then outstanding shares of Common Stock into a smaller number of shares (each of (i), (ii) and (iii), a “Share Combination Event” and the date of such event, the “Share Combination Event Date”), then in each such case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to clause (i) of this paragraph shall become effective immediately after the record date for the determination of shareholders entitled to receive such dividend or distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that an Exercise Price is calculated hereunder, then the calculation of such Exercise Price shall be adjusted appropriately to reflect such event. Notwithstanding the foregoing, if at any time and from time to time on or after the Issuance Date there occurs any Share Combination Event and the Event Market Price is less than the Exercise Price then in effect (after giving effect to the adjustments in clauses (i), (ii) and (iii) above), then on the sixteenth (16th) Trading Day immediately following such Share Combination Event Date, the Exercise Price then in effect on such sixteenth (16th) Trading Day (after giving effect to the adjustments in clauses (i), (ii) and (iii) above) shall be reduced (but in no event increased) to the Event Market Price; provided, however, that in no event shall the Exercise Price be reduced below the Floor Price. For the avoidance of doubt, if the adjustment in the immediately preceding sentence would otherwise result in an increase in the Exercise Price hereunder, no adjustment shall be made.”
B. Section 16(m) of the Warrant is hereby amended and restated in its entirety by replacing Section 16(m) with the following:
“(m) “Floor Price” means 20% of the Closing Sale Price on the date of this Warrant.”
Section 2. No Other Amendments. Each reference to “this Warrant,” “hereunder,” “hereof” and other similar references set forth in the Warrant and each reference to the Warrant in any other agreement, document or other instrument shall, in each case, refer to the Warrant as modified by this Amendment. Except as and to the extent expressly modified by this Amendment, the Warrant is not otherwise being amended, modified or supplemented and shall remain in full force and effect and is hereby in all respects ratified and confirmed, and the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of any party under the Warrant.
Section 3. Miscellaneous Provisions. Sections 8 through 16 of the Warrant shall apply to this Amendment mutatis mutandis.
[Signature Page Follows]
IN WITNESS WHEREOF each Party has hereunto caused this Amendment to be duly executed on its behalf as of the day and year first above written.
| COMPANY: | ||
| GLUCOTRACK, INC. | ||
| By: | ||
| Name: | Erik Emerson | |
| Title: | Chief Executive Officer | |
| HOLDER: | ||
| Name: | [__] | |
[Signature page to Amendment to Warrant]