Welcome to our dedicated page for Dariohealth SEC filings (Ticker: DRIO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The DarioHealth Corp. (NASDAQ: DRIO) SEC filings page on Stock Titan brings together the company’s regulatory disclosures made under the Securities Exchange Act of 1934, including Form 8-K current reports and other key documents. These filings provide detailed information on DarioHealth’s capital structure, financing transactions, governance decisions and material agreements, complementing its profile as a digital health company offering a multi-chronic condition digital therapeutics platform for diabetes, hypertension, weight management, musculoskeletal pain and behavioral health.
Recent Form 8-K filings describe several significant corporate actions. One filing outlines a twenty-for-one reverse stock split of DarioHealth’s common stock, including the effective date, treatment of fractional shares and the impact on outstanding shares and equity-linked instruments. Other 8-Ks report private placements of common stock and pre-funded warrants, including purchase agreements, pricing, exemptions from registration and commitments to file registration statements for resale of the securities.
DarioHealth’s SEC reports also detail amendments to certificates of designation for various series of preferred stock, accelerating mandatory conversion of these preferred shares into common stock or, at holders’ election, pre-funded warrants. Additional filings describe an amendment to the company’s credit agreement, including resets of financial covenants, liquidity requirements, reporting obligations and warrant amendments associated with the loan facility. These documents help investors understand how DarioHealth manages its debt obligations and equity capitalization.
Another Form 8-K explains that the Board of Directors initiated a comprehensive strategic review after receiving multiple unsolicited inbound strategic inquiries, forming a special committee of independent directors and engaging Perella Weinberg Partners as financial advisor. Filings also cover shareholder votes on matters such as equity compensation plans, reverse stock split authorization and increases in authorized shares, as well as executive appointments.
On Stock Titan, DarioHealth’s filings are updated as they are posted to EDGAR, and AI-powered summaries can help interpret complex items such as reverse stock split mechanics, preferred stock conversions, credit agreement amendments and unregistered equity offerings. Users can also review insider and equity-related disclosures reported on Forms 4 and other filings where available, gaining a structured view of DarioHealth’s regulatory and capital markets activity over time.
DarioHealth Corp. held its 2026 Annual Meeting of Stockholders, where shareholders elected seven directors and ratified Kesselman & Kesselman as the independent auditor for the fiscal year ending December 31, 2026.
Stockholders approved several capital-related items, including ratifying the conversion of 25,605 shares of Series D, D-1, D-2 and D-3 Preferred Stock into 1,697,843 shares of common stock, the potential issuance of up to 679,137 dividend shares of common stock, and up to 208,754 additional common shares as consideration under lock-up agreements tied to prior preferred stock. They also ratified issuances of common stock upon exercise of pre-funded warrants, warrants and restricted stock units issued in connection with the Twill Inc. acquisition, increased the shares authorized under the 2020 Equity Incentive Plan by 500,000 shares, approved a non-binding advisory resolution on executive compensation, and amended the Certificate of Incorporation to grant the board authority to amend the bylaws.
DarioHealth Corp. reported Q3 2025 results. Revenue was $5,007k, down from $7,423k a year ago, as services declined while consumer hardware was roughly flat. Gross profit was $3,015k. Operating loss was $9,484k and net loss was $10,466k.
For the first nine months of 2025, revenue was $17,128k versus $19,436k in 2024, with a net loss of $32,683k. Cash and cash equivalents were $31,907k as of September 30, 2025. Long‑term loan balance was $30,617k and warrant liability was $2,244k. Shares outstanding were 6,768,184 on November 11, 2025.
On April 30, 2025, the company refinanced with a $32,500 Callodine loan at SOFR plus 7.75%, with up to $17,500 of additional draws. After not meeting a financial covenant on August 15, 2025, DarioHealth and lenders executed a November 5, 2025 amendment that reset covenants, waived testing for Q2–Q3 2025, added a $10,000 minimum consolidated unencumbered liquid assets covenant, and repriced lender warrants to a $15.35 exercise price; a $2,500 conversion right was also set at $15.35 per share.
DarioHealth Corp. amended its Callodine Loan Facility on November 5, 2025. The amendment resets financial covenants and waives financial‑covenant testing for the second and third quarters of 2025. It replaces the minimum cash covenant with a $10,000,000 minimum consolidated unencumbered liquid assets covenant and requires monthly 13‑week cash‑flow reporting when liquidity is below $11,000,000 (subject to an EBITDA exception). The lenders clarified that an additional $2,500,000 funding is uncommitted and at their discretion.
The exit fee increases by $150,000 (which may be waived if a change‑of‑control prepayment fee is triggered), and the Company paid a $150,000 amendment fee. In connection with the amendment, the lender warrants’ exercise price was reduced from $16.556 to $15.3495 per share, and the conversion price for up to $2,500,000 of the facility was reduced from $19.866 to $15.3495.
DarioHealth Corp. filed an S-3 resale registration for up to 2,713,180 shares of common stock. The shares may be offered from time to time by selling stockholders and include 1,154,420 shares of common stock and 1,558,760 shares issuable upon exercise of pre-funded warrants issued under the September Purchase Agreement.
The company will not receive any proceeds from sales by the selling stockholders and will bear registration expenses. Shares may be sold at prevailing market prices, at prices related to market prices, at fixed prices, or in negotiated transactions.
Common stock trades on Nasdaq as “DRIO.” The last reported sale price on October 17, 2025 was $13.03 per share. Shares outstanding were 6,768,184 as of October 17, 2025; this is a baseline figure, not the amount being registered.
Titan Trust 2024 I reports it holds 0 shares of DarioHealth Corp. common stock, representing 0
DarioHealth Corp. filed a Form D notice claiming a Rule 506(b) exemption for an equity offering that raised
DarioHealth Corp. completed a private securities offering to accredited investors, selling 1,154,420 shares of common stock and pre-funded warrants to purchase up to 1,558,760 additional common shares at a purchase price of $6.45 per share or pre-funded warrant. The securities were issued in a transaction exempt from SEC registration under Section 4(a)(2) and/or Rule 506(b) of Regulation D.
The company agreed to file a registration statement for the shares and the pre-funded warrant shares within 30 days after closing. Separately, DarioHealth amended and restated the certificate of designation for its Series C-1 preferred stock to accelerate mandatory conversion of all outstanding shares of that series into common stock, or at each holder’s election into pre-funded warrants, with holders also receiving accrued and unpaid dividends, subject to beneficial ownership blockers.
DarioHealth also announced that its board has begun a comprehensive strategic review to maximize shareholder value after receiving multiple unsolicited strategic inquiries. A special committee of independent directors was formed, and Perella Weinberg Partners was engaged as financial advisor to evaluate options including a sale, merger, strategic business combination, or continued standalone strategy.
DarioHealth Corp. (DRIO) filed an Form 8-K reporting amendments to multiple certificates of designation for its preferred stock series. The filing lists amended or restated certificates for Series A-1, C, C-2, D, D-1, D-2, and D-3 preferred shares and includes an interactive data cover page. The document also references written and soliciting communications under SEC Rules 425, 14a-12, 14d-2(b), and 13e-4(c). The filing is dated September 18–19, 2025 and notes the company’s common stock trades on NASDAQ Capital Market. The filing text lists exhibits but does not disclose the economic or governance terms of the amended designations within the provided excerpt.
Steven Nelson, President and CCO of DarioHealth Corp. (DRIO), reported a non-derivative acquisition on 09/11/2025 of 30,000 restricted shares granted at $0. The award vests on the last day of the second-year anniversary after the grant date. Following the transaction and a 20-for-1 reverse stock split effected on August 28, 2025, Nelson beneficially owns 34,750 shares. The Form 4 was signed on 09/15/2025.
Adam K. Stern, a director of DarioHealth Corp. (DRIO), reported a restricted stock award of 20,000 shares granted on 09/11/2025 at a $0 price. The award is scheduled to vest on the last day of the second-year anniversary after the grant date. Following the reported transaction and reflecting a 20-for-1 reverse stock split effected on August 28, 2025, the filing shows 29,717 shares beneficially owned directly and 6,146 shares beneficially owned indirectly through AKS Family Partners L.P. The filing also discloses indirect beneficial ownership of 123,763 Series-C preferred shares. The form is signed by Mr. Stern on 09/15/2025.
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