Form 8-K

8-K — Glucotrack, Inc.

Accession: 0001493152-26-023202

Filed: 2026-05-14

Period: 2026-05-14

CIK: 0001506983

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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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): May 14, 2026

GLUCOTRACK,

INC.

(Exact

name of registrant as specified in its charter)

Delaware

001-41141

98-0668934

(State

or Other Jurisdiction

(Commission

(IRS

Employer

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 ☐

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.

May 14, 2026, Glucotrack, Inc. (the “Company”) issued a press release announcing its financial and operating results for

the quarter ended March 31, 2026. 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 May 14, 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:

May 14, 2026

GLUCOTRACK,

INC.

By:

/s/

Paul Goode

Name:

Paul

Goode

Title:

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

Glucotrack

Reports First Quarter 2026 Financial Results and Recent Corporate Highlights

Submitted

Investigational Device Exemption (IDE) application to the U.S. Food and Drug Administration (FDA) to initiate a U.S. clinical study for

fully implantable continuous blood glucose monitoring (CBGM) technology

Company

targeting U.S. clinical trial launch in second half of 2026

Peer-Reviewed

Studies published in The Journal of Diabetes Research and in the Institute of Electrical and Electronics Engineers (IEEE) Sensors Journal

support advancement of Company’s implantable CBGM technology

Rutherford,

NJ, May 14, 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 first quarter ended March 31, 2026.

“During

the quarter, we made meaningful progress advancing our CBGM program while further strengthening our foundation as a company,” said

Paul V. Goode, PhD, President and Chief Executive Officer of Glucotrack. “We successfully completed our presub process with FDA,

culminating in the submission of our IDE to the FDA, an important milestone that brings us closer to initiating U.S. clinical studies.

We also published two key sets of preclinical and in-vitro data in peer-reviewed journals, further supporting the development of our

technology, and strengthened our balance sheet by reducing debt and extending our financial runway.”

First

Quarter 2026 & Recent Highlights

Corporate

Highlights

● The

Company held its third Patient Advisory Board (PAB) meeting during which patients shared

perspectives on diabetes device prescribing and initiation, as well as their experiences

with healthcare provider education and preparedness.

● Strengthened

balance sheet with debt reduction. The Company reduced the outstanding balance of its $3.6

million promissory note to approximately $1.6 million, primarily through the exchange of

a portion of the note into shares of common stock at market price. Subsequent to quarter

end, the Company drew approximately $1.0 million under its existing equity line of credit

facility, further strengthening its cash position.

Advanced

Product and Clinical Development

● The

Company successfully submitted its IDE application to the FDA to initiate a U.S. clinical

study for its fully implantable CBGM technology. The submission represents a key milestone

in advancing the Company’s CBGM technology into U.S. clinical evaluation, supported

by several years of focused engineering, preclinical evaluation, and iterative design work.

● In

a peer-reviewed article titled, “Year-Long Measurement of Glucose Oxidase Deactivation

in Electrochemical Glucose Sensors,” published in the IEEE Sensors Journal,

the Company reported data validating the long-term stability of its glucose oxidase sensor,

providing foundational scientific evidence to support the device’s intended three-year

longevity.

● In

a peer-reviewed article titled, “In Vivo Evaluation of a Novel Long-Term Intravascular

Implantable Continuous Blood Glucose Monitor in an Ovine Model: A Glucotrack Inc. Investigation,”

published in The Journal of Diabetes Research, the Company reported data demonstrating

the long-term accuracy and stability of the Company’s fully implantable CBGM system.

The in-vivo ovine study showed a 6.8% Mean Absolute Relative Difference (MARD) and

sustained sensor performance over 240 days, supporting the platform’s progression toward

clinical studies.

Anticipated

Milestones

● Initiate

U.S. clinical study of the Company’s CBGM in 2H 2026.

● Present

clinical data demonstrating the safety and accuracy of the CBGM technology at additional

industry conferences, with timing and venues to be determined as data become available.

● Continue

to gain insight from patients living with diabetes on current management challenges and receive

feedback on Glucotrack’s product development and commercialization strategies through

additional PAB meetings.

Financial

Results for the Quarter ended March 31, 2026

Research

and Development Expenses: Research and development expenses were $2.1 million for first quarter of 2026 compared to $1.9 million

for first quarter of 2025. The increase of $0.2 million was primarily due to timing in product and manufacturing development activities.

General

and Administrative Expenses: General and Administrative expenses were $2.1 million for the first quarter of 2026 compared to $1.6

million for first quarter of 2025. The increase of $0.5 million was primarily attributable to increased professional fees and personnel

costs.

Other

(Income) Expense, Net: Other expense was $0.1 million for the first quarter 2026, as compared to $3.3 million for the first quarter

of 2025. The decrease in other expense is primarily attributed to the current year’s reduction in the change of derivative liabilities.

Net

Loss: Net loss for the first quarter of 2026 was $4.3 million compared to a net loss of $6.8 million for the first quarter of 2025.

The decrease in net loss is primarily attributed to the non-cash change in derivative liabilities.

Cash

Position: Cash and cash equivalents as of March 31, 2026, were $3.9 million, compared with $7.4 million in cash and cash equivalents

as of December 31, 2025. The net decrease in cash and cash equivalents was attributable to $4.1 million of cash used in operating activities

offset by net proceeds received from financing activities of $0.6 million.

Based

on current plans and assumptions, the Company believes that its existing cash and cash equivalents will provide sufficient runway into

early 3Q 2026, allowing for the initiation of its U.S. human clinical trial shortly thereafter.

The

Glucotrack Continuous Blood Glucose Monitor is an Investigational Device and is limited by federal (or United States) law to investigational

use.

For

more information about Glucotrack’s CBGM, visit glucotrack.com. Information on the Company’s website does not constitute

a part of and is not incorporated by reference into this press release.

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 U.S. Food and Drug Administration 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.

CONDENSED

CONSOLIDATED BALANCE SHEETS

(in

thousands of US dollars except share data)

In thousands of US dollars

(except stock data)

March 31,

2026

December 31,

2025

Unaudited

Current Assets

Cash and cash equivalents

$ 3,929

$ 7,383

Other current assets

285

284

Total current assets

4,214

7,667

Operating lease right-of-use asset, net

Property and equipment, net

116

138

TOTAL ASSETS

$ 4,356

$ 7,838

LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY

Current Liabilities

Accounts payable

$ 1,299

$ 1,317

Operating lease liability, current

Promissory notes

3,330

3,182

Other current liabilities

320

246

Total current liabilities

4,975

4,773

Non-Current Liabilities

Derivative financial liabilities

Operating lease liability, non-current

Loans from stockholders

232

231

Total liabilities

5,207

5,010

Commitments and contingent liabilities (Note 5)

Stockholders’ Equity (Deficit)

Common Stock of $0.001 par value (“Common Stock”):

250,000,000 shares authorized as of March 31, 2026 and as of December 31, 2025; 2,524,279 and 910,688 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively

Additional paid-in capital

155,274

151,080

Receipts on account of shares

3,544

Accumulated other comprehensive income

Accumulated deficit

(156,172 )

(151,838 )

Total stockholders’ equity (deficit)

(851 )

2,828

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

$ 4,356

$ 7,838

GLUCOTRACK

INC.

CONDENSED

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(in

thousands of US dollars except share data) (unaudited)

Three-month period ended

March 31,

2026

2025

Operating expenses:

Research and development

$ 2,132

$ 1,871

General and administrative

2,071

1,627

Total operating expenses

4,203

3,498

Loss from operations

4,203

3,498

Other (income) expense:

Change in fair value of derivative liabilities

(1 )

3,376

Other (income) expense, net

132

(4 )

Finance expenses (income), net

(37 )

Total other (income) expense

131

3,335

Net Loss

4,334

6,833

Other comprehensive income:

Foreign currency translation adjustment

(3 )

(36 )

Comprehensive loss for the period

$ 4,331

$ 6,797

Basic and diluted loss per share

$ 2.65

$ 40.14

Weighted average number of Common Stock outstanding used in computing basic and diluted loss per share

1,638,128

169,345

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