GCTK 8-K
Glucotrack, Inc. (GCTK)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
Summary of Proposals Submitted to Stockholders
On August 18, 2026, Glucotrack, Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the following proposals were submitted to the stockholders of the Company, as set forth in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on July 17, 2026:
| Proposal 1: | The election of six directors, each to serve until the 2027 annual meeting of stockholders and until his or her successor is duly elected and qualified. | |
| Proposal 2: | The approval, on an advisory basis, of the 2025 executive compensation of the Company’s named executive officers (“Say-on-Pay”). | |
| Proposal 3: | The ratification of the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. | |
| Proposal 4: | The approval of one or more amendments to the Company’s certificate of incorporation (as amended, the “Certificate of Incorporation”) to effect one or more reverse stock splits of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at an aggregate ratio not to exceed one-for-thirty (the “Reverse Stock Split”). | |
| Proposal 5: | The approval of a proposed warrant inducement, including the repricing of certain existing warrants and the issuance of new inducement warrants to the holders of such existing warrants and the issuance of shares of Common Stock upon exercise thereof, for purposes of complying with Nasdaq Listing Rule 5635(d) (the “Warrant Inducement”). |
Voting Results
On the record date, there were 7,719,121 shares of Common Stock issued and outstanding. Of the 7,719,121 votes that were eligible to be cast by the holders of the Common Stock at the Annual Meeting, 2,786,974 votes, or approximately 36.10% of the total, were represented at the meeting in person or by proxy, constituting a quorum. The number of votes cast for, against or withheld, as well as abstentions and broker non-votes, if applicable, in respect of each such matter is set forth below:
Proposal 1: Election of Directors.
The Company’s stockholders elected the following directors to serve until the 2027 annual meeting of stockholders and until their successors are duly elected and qualified. The votes regarding the election of these directors were as follows:
| Director Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| Andrew K. Balo | 960,882 | 75,038 | 83,448 | 1,667,606 | ||||
| Victoria Carr-Brendel | 960,826 | 75,088 | 83,454 | 1,667,606 | ||||
| Erin Carter | 960,573 | 75,278 | 83,517 | 1,667,606 | ||||
| Erik Emerson | 961,363 | 74,550 | 83,455 | 1,667,606 | ||||
| Paul V. Goode | 934,050 | 134,410 | 50,908 | 1,667,606 | ||||
| Luis Malavé | 960,650 | 75,211 | 83,507 | 1,667,606 |
Proposal 2: Advisory Vote on Executive Compensation (Say-on-Pay).
The Company’s stockholders approved, on an advisory basis, the 2025 executive compensation of the Company’s named executive officers. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 962,623 | 122,785 | 33,960 | 1,667,606 |
Proposal 3: Ratification of the Appointment of CBIZ CPAs P.C.
The Company’s stockholders ratified the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 2,621,952 | 134,874 | 30,148 | — |
Proposal 4: Approval of the Reverse Stock Split.
The Company’s stockholders approved the proposal to amend Article IV of the Certificate of Incorporation to effect one or more Reverse Stock Splits at an aggregate ratio not to exceed one-for-thirty. The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 2,099,338 | 674,484 | 13,152 | — |
Proposal 5: Approval of the Warrant Inducement.
The Company’s stockholders approved the Warrant Inducement, including the repricing of certain existing warrants and the issuance of new inducement warrants to the holders of such existing warrants and the issuance of shares of Common Stock upon exercise thereof, for purposes of complying with Nasdaq Listing Rule 5635(d). The votes regarding this proposal were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 895,306 | 138,265 | 85,797 | 1,667,606 |
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: August 19, 2026 | ||
| GLUCOTRACK, INC. | ||
| By: | /s/ Erik Emerson | |
| Name: | Erik Emerson | |
| Title: | Chief Executive Officer | |