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A2Z Cust2Mate (NASDAQ: AZ) shifts chair role, plans $20M buyback

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6-K

Rhea-AI Filing Summary

A2Z Cust2Mate Solutions Corp. reported a leadership change and a new capital return plan. The company disclosed that founder Bentsur Joseph resigned as Director and Chairman of the Board, effective December 31, 2025. Chief Executive Officer Gadi Graus has been appointed Interim Chairman of the Board while retaining his CEO role.

The company has begun a structured process to recruit a permanent chairperson with experience leading large, global businesses to support its next phase of growth. Separately, A2Z announced a $20 million share repurchase program, signaling an intention to buy back its own shares over time. The filing also highlights A2Z’s focus on AI-driven smart shopping cart technology aimed at improving in-store retail experiences and operational efficiency.

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Insights

Founder exits chair role as CEO becomes interim chair and board authorizes a $20M buyback.

The company states that founder Bentsur Joseph stepped down as Director and Chairman of the Board, effective December 31, 2025. At the same time, CEO Gadi Graus was appointed Interim Chairman, combining the top management and board roles. This concentrates leadership in one person for now while the company conducts a search for a highly experienced permanent chair to guide its global expansion plans.

Leadership transitions at the chair level can influence governance style and strategic oversight, especially when the founder leaves that position. The company emphasizes continuity and appreciation for Joseph’s vision and describes a process to recruit a chair with large-company scaling experience, which may shape its next growth phase.

In a separate press release referenced in the filing, A2Z announced a $20 million share repurchase program. A repurchase authorization gives the company flexibility to buy back shares, which can affect share count and per-share metrics depending on execution. Actual impact will depend on how much of the authorized amount is used and over what period, as described in future disclosures.

 

 

 

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

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of January 2026

 

Commission File Number: 001-40472

 

A2Z CUST2MATE SOLUTIONS CORP.

(Registrant)

 

1600-609 Granville Street

Vancouver, British Columbia V7Y 1C3 Canada

(Address of Principal Executive Offices)

 

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

 

  Form 20-F ☒ Form 40-F ☐

 

This Form 6-K (including exhibits thereto) is hereby incorporated by reference into the Registrant’s Registration Statement on Form F-3 (File No. 333-271226), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

 

 

 

 

 

On January 2, 2026, A2Z Cust2Mate Solutions Corp. (the “Company”) issued a press release titled “A2Z Cust2Mate Announces Chairman Transition”. A copy of the press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference into this report on Form 6-K.

 

On January 7, 2026, the Company issued a press release titled “A2Z Announces $20 Million Share Repurchase Program.” A copy of the press release is attached hereto as Exhibit 99.2 and hereby incorporated by reference into this report on Form 6-K.

 

 

 

 

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, thereunto duly authorized.

 

  A2Z Cust2Mate Solutions CORP.
  (Registrant)
     
Date: January 8, 2026 By /s/ Gadi Graus
    Gadi Graus
    Chief Executive Officer

 

 

 

 

EXHIBIT INDEX

 

Exhibit   Description of Exhibit
     
99.1   Press Release dated January 2, 2026
99.2   Press Release dated January 7, 2026

 

 

 

Exhibit 99.1

 

Bentsur Joseph Steps Down as Director and Chairman; CEO Gadi Graus Appointed Interim Chairman

 

TORONTO, Jan. 2, 2026 /CNW/ - A2Z Cust2Mate Solutions Corp. (NASDAQ: AZ), a global leader in smart retail technology, today announces that Mr. Bentsur Joseph has stepped down from his role as Director and Chairman of the Board of Directors of the company and all its subsidiaries, effective December 31, 2025.

 

Following Mr. Joseph’s resignation, Mr. Gadi Graus, Chief Executive Officer of A2Z Cust2Mate, has been appointed Interim Chairman of the Board, in addition to his role as CEO.

 

The Company has initiated a structured process to identify and appoint a highly experienced Chairperson, with a proven track record in leading large, global companies, to support A2Z Cust2Mate’s next phase of growth and global scale.

 

“I am extremely proud of what we have accomplished at A2Z Cust2Mate,” said Bentsur Joseph, outgoing Chairman. “Together with an exceptional team, we built the Company from an idea into a strong, growing organization with a leading product, marquis customers, and a clear global opportunity. I firmly believe A2Z Cust2Mate has the potential to reach a multi-billion-dollar valuation. At this stage, the Company is ready for a chairperson with deep experience in scaling and leading large global businesses, someone who can help take it to the next level, expand internationally, penetrate new markets, and accelerate growth.”

 

“I would like to sincerely thank Bentsur for his vision, leadership, and enormous contribution to A2Z Cust2Mate,” said Gadi Graus, CEO and Interim Chairman. “Bentsur is the visionary who founded the Company and successfully turned his vision into a strong and growing reality. On behalf of the Board, management, and employees, I thank Bentsur for the partnership and dedication that brought A2Z Cust2Mate to where it is today. We remain focused on executing our strategy and building on the solid foundation he helped establish.”

 

 

 

 

About A2Z Cust2Mate Solutions Corp.

 

A2Z Cust2Mate Solutions Corp. (NASDAQ: AZ) creates innovative solutions for complex challenges that bring innovation, ease, excitement and value to retailers and shoppers. The company’s flagship innovative smart cart solutions are transforming brick-and-mortar retail, bridging online and in-store shopping through interactive technology that guides and informs customers. Cust2Mate’s AI-driven smart carts personalize every in-store journey, turning routine trips into engaging, rewarding experiences. They enable seamless in-cart scanning and payment, allowing shoppers to bypass checkout lines while receiving real-time customized offers and product recommendations. This enhanced customer experience boosts satisfaction and loyalty while helping retailers streamline operations and optimize merchandising through data-driven insights. The carts are equipped with multiple layers of security for accurate recognition and transaction integrity. Its modular, all-in-one detachable panels transform legacy shopping cart fleets into intelligent platforms that deliver a range of benefits.

 

For more information on A2Z Cust2Mate Solutions Corp. and its subsidiary, Cust2Mate Ltd., please visit: www.cust2mate.com.

 

Forward Looking Statements

 

Matters discussed in this press release contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this press release, the words “anticipate,” “believe,” “estimate,” “may,” “intend,” “will”, “expect” and similar expressions identify such forward-looking statements. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein. These forward-looking statements are based largely on the expectations of the Company and are subject to a number of risks and uncertainties. These include, but are not limited to, risks and uncertainties associated with the market for our products, the impact of geopolitical, economic, competitive and other factors affecting the Company and its operations, and other matters detailed in reports filed by the Company with the Securities and Exchange Commission.

 

 

FAQ

What leadership change did A2Z Cust2Mate (AZ) disclose in this filing?

The filing reports that Bentsur Joseph stepped down as Director and Chairman of the Board of A2Z Cust2Mate and its subsidiaries, effective December 31, 2025. Gadi Graus, the company’s Chief Executive Officer, has been appointed Interim Chairman while continuing in his CEO role.

Who is now leading the board of directors at A2Z Cust2Mate (AZ)?

Gadi Graus, previously and still the Chief Executive Officer, has been appointed Interim Chairman of the Board. He will hold both positions while the company carries out a structured process to identify and appoint a permanent chairperson.

What is A2Z Cust2Mate (AZ) planning for its board leadership going forward?

The company states it has initiated a structured process to find and appoint a chairperson with a proven track record in leading large, global companies. The goal is to support A2Z Cust2Mate’s next phase of growth, international expansion, entry into new markets, and acceleration of its business.

Did A2Z Cust2Mate (AZ) announce a share repurchase program?

Yes. The filing notes that on January 7, 2026 the company issued a press release titled “A2Z Announces $20 Million Share Repurchase Program.” This indicates an authorization of up to $20 million in share buybacks, subject to the terms described in that press release.

What does A2Z Cust2Mate (AZ) say about its business focus in this document?

The company describes itself as a global leader in smart retail technology, emphasizing AI-driven smart cart solutions that enable in-cart scanning and payment, real-time personalized offers, and data-driven insights for retailers. Its modular panels are designed to turn existing shopping carts into intelligent platforms.

How does A2Z Cust2Mate (AZ) characterize its growth prospects after the chairman transition?

In quoted remarks, outgoing Chairman Bentsur Joseph says he believes the company has the potential to reach a multi-billion-dollar valuation and highlights opportunities to expand internationally, penetrate new markets, and accelerate growth under a future chairperson with large global business experience.

A2Z Cust2Mate Solutions Corp

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