STOCK TITAN

CYABRA, INC. (CYAB) reports $6.0M sold in exempt securities deal

(Neutral)
(Neutral)
Form Type
D

Rhea-AI Filing Summary

CYABRA, INC., a Delaware corporation based in Tel Aviv, has filed a Form D for an exempt private securities offering relying on Rule 506(b) of Regulation D. The offering covers equity, warrants or other rights to acquire securities, and the securities issuable on exercise.

The company reports $6,009,901 USD total amount sold as of the first sale date on July 10, 2026, with a further $13,129,095 USD remaining to be sold. The total offering amount assumes cash exercise of all Pre-Funded Warrants and Series A and Series B Common Warrants. A.G.P./Alliance Global Partners is listed in a sales compensation role, and finders’ fees are disclosed as $0 USD.

Positive

  • None.

Negative

  • None.

Filing Explained

The filing leaves the offering’s use of proceeds unspecified, so it does not show how the $6,009,901 received at closing will be allocated.

Total Amount Sold $6,009,901 USD Actual gross proceeds received at the July 10, 2026 closing
Total Remaining to be Sold $13,129,095 USD Remaining capacity in the exempt offering assuming warrant exercises
Finders' Fees $0 USD Disclosed finders' fees for this Rule 506(b) offering
Exemption Claimed Rule 506(b) Federal exempt offering under Regulation D
Date of First Sale July 10, 2026 Initial closing date for securities sold in the offering
Rule 506(b) regulatory
"X | Rule 506(b) | Rule 506(c) | Securities Act Section 4(a)(5)"
Rule 506(b) is a U.S. securities exemption that lets companies sell shares or debt privately without full public registration, provided sales are primarily to accredited investors, up to 35 non‑accredited but financially knowledgeable buyers, and there is no public advertising or solicitation. It matters to investors because offerings under 506(b) usually include less public disclosure than registered securities—like buying from a private seller rather than a retail store—so buyers must do more of their own fact‑checking and rely on their financial sophistication.
Pre-Funded Warrants financial
"assumes cash exercise of all Pre-Funded Warrants and Series A and Series B"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Series A and Series B Common Warrants financial
"exercise of all Pre-Funded Warrants and Series A and Series B Common Warrants"
covered securities regulatory
"If the securities that are the subject of this Form D are "covered securities""
Regulation D exemption regulatory
"if the issuer is claiming a Regulation D exemption for the offering"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What type of securities is CYAB (CYABRA, INC.) offering under this Form D?

CYABRA, INC. is offering equity, warrants or other rights to acquire another security, and the securities to be acquired upon exercise of those rights, all in a private exempt offering under Rule 506(b) of Regulation D.

How much has CYAB (CYABRA, INC.) raised so far in its exempt offering?

CYABRA, INC. reports having sold $6,009,901 USD in securities. This figure reflects the actual gross proceeds received at the July 10, 2026 closing and does not include any future proceeds from the exercise of warrants.

What is the remaining amount CYAB (CYABRA, INC.) can sell in this offering?

CYABRA, INC. discloses a Total Remaining to be Sold of $13,129,095 USD. The total offering amount is calculated assuming cash exercise of all Pre-Funded Warrants and Series A and Series B Common Warrants described in the notice.

Which exemption is CYAB (CYABRA, INC.) using for this securities sale?

CYABRA, INC. is relying on Rule 506(b) of Regulation D as its federal exemption. This rule provides a commonly used safe harbor for private offerings, and the company certifies that it is not disqualified from using Rule 506.

When did CYAB (CYABRA, INC.) first sell securities in this private offering?

The notice identifies July 10, 2026 as the Date of First Sale in the offering. The Total Amount Sold of $6,009,901 USD reflects gross proceeds received at this closing, excluding any later warrant exercise proceeds.

Does CYAB (CYABRA, INC.) report any finders' fees in this Form D offering?

CYABRA, INC. reports Finders' Fees of $0 USD for this exempt offering. A.G.P./Alliance Global Partners is named in a sales compensation capacity, but no separate finder’s fee payments are disclosed in the Form D notice.

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
None
Entity Type
0002032341
Trailblazer Holdings, Inc.
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
CYABRA, INC.
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
Over Five Years Ago
X Within Last Five Years (Specify Year) 2024
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CYABRA, INC.
Street Address 1 Street Address 2
13 GERSHON SHATZ
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
TEL AVIV ISRAEL 6997543 +972.54.768.8642

3. Related Persons

Last Name First Name Middle Name
Brahmy Dan
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chief Executive Officer
Last Name First Name Middle Name
Sandler Yael
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Financial Officer
Last Name First Name Middle Name
Daar Yossef
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chief Product Officer
Last Name First Name Middle Name
Pompeo Michael Richard
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Vu Sonny
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Flanagan James
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Sheeran Josette
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Michael Madon
Street Address 1 Street Address 2
13 Gershon Shatz
City State/Province/Country ZIP/PostalCode
Tel Aviv ISRAEL 6997543
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
X
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2026-07-10 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
Yes X No

9. Type(s) of Securities Offered (select all that apply)

X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number None
A.G.P./Alliance Global Partners 000008361
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
590 Madison Avenue 28 Floor
City State/Province/Country ZIP/Postal Code
New York NEW YORK 10020
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
All States
Foreign/non-US
DISTRICT OF COLUMBIA
FLORIDA
NEW JERSEY
NEW YORK
OHIO

13. Offering and Sales Amounts

Total Offering Amount $19,138,996 USD
or Indefinite
Total Amount Sold $6,009,901 USD
Total Remaining to be Sold $13,129,095 USD
or Indefinite

Clarification of Response (if Necessary):

Total Offering Amount assumes cash exercise of all Pre-Funded Warrants and Series A and Series B Common Warrants. Total Amount Sold reflects actual gross proceeds received at the July 10, 2026 closing, excluding future warrant exercise proceeds.

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
10

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $420,693 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
CYABRA, INC. /s/ Yael Sandler Yael Sandler Chief Financial Officer 2026-07-20

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.