Foresight Autonomous Holdings Ltd. SEC Filings

Foresight Autonomous Holdings Ltd. filed an initial ownership report for VP of R&D Annat Himmel, showing beneficial ownership of 1,257,143 Ordinary Shares directly. This figure includes 1,128,559 Ordinary Shares that may be issued upon vesting of restricted share units through January 1, 2029, with each RSU delivering one Ordinary Share.

The company’s securities trade in the form of American Depositary Shares, where one ADS represents 90 Ordinary Shares. Each ADS is convertible into Ordinary Shares at any time at the holder’s election, and the ADSs have no expiration date.

Foresight Autonomous Holdings files its annual report describing a development-stage business focused on 3D perception and cellular-based V2X safety solutions for automotive and related markets. The company operates through subsidiaries including Foresight Automotive and majority-owned Eye-Net Mobile.

As of December 31, 2025, Foresight had 140,634,421 ordinary shares outstanding, and each ADS represents 90 ordinary shares. The report notes a 1-for-7 reverse share split and a later change in the ADS ratio. The business has incurred approximately $142.9 million in accumulated net losses since its 2015 merger and has not generated significant revenue, remaining pre-commercialization.

The financial statements contain an explanatory paragraph raising substantial doubt about the company’s ability to continue as a going concern, emphasizing reliance on new capital, product sales and collaborations. Extensive risk factors highlight ongoing losses, funding needs, competitive and technology risks, regulatory and IP uncertainties, Nasdaq listing risk, and political and security risks tied to operations in Israel.

Foresight Autonomous Holdings Ltd. reported a new development and commercialization agreement for its 3D perception systems with a leading Japanese smart city and road safety manufacturer, signed alongside distributor Cornes Technologies.

The development phase is already underway and is expected to conclude in the second quarter of 2027, with approximately $250,000 of initial development revenues. After completion, initial product sales are targeted for late 2027, with a conservative potential of $3.6 million in revenue by 2030.

The projects will integrate dual stereoscopic visible-light and thermal cameras and AI-based road segmentation to provide real-time hazard alerts on patrol or service vehicles, and to support smart city monitoring of speeding, slow or wrong-way driving. The company views these initiatives as a way to advance commercialization and expand its position in Japanese and global road, traffic and smart-city safety markets.

Foresight Autonomous Holdings Ltd. plans to change the ratio of its American Depositary Shares (ADSs) so that one ADS will represent ninety Ordinary Shares instead of thirty. This ADS Ratio Change is expected to take effect on February 26, 2026 for trading on Nasdaq.

On the effective date, every three existing ADSs will automatically be exchanged for one new ADS, with no change to the underlying Ordinary Shares or any holder’s percentage ownership or voting power. Fractional ADS entitlements will be aggregated and sold by the Depositary Bank, and net cash will be distributed to affected ADS holders.

The company expects the ADS trading price to increase proportionally following the 1-for-3 ADS exchange and believes this change will help it maintain compliance with Nasdaq listing requirements, though it provides no assurance this objective will be achieved.

Foresight Autonomous Holdings Ltd. reported that its majority-owned subsidiary Eye-Net Mobile, together with Renault Group, Orange and other partners, successfully completed a large-scale live trial of the SafeCycloMove “Collision Prevention” project in Bordeaux, France.

The trial showed strong technical performance in positioning accuracy, ultra-low latency, real-time communication and scalability, supporting the real-world readiness of Eye-Net’s V2X collision-prevention technology for buses and cyclists. Following these results, Eye-Net is engaged in advanced commercial discussions with key partners about next implementation and commercialization phases.

Foresight Autonomous Holdings Ltd. reported that its majority-owned subsidiary Eye-Net Mobile has advanced its strategic collaboration in Japan with SoftBank Corp. to further validate Eye-Net’s vehicle-to-everything (V2X) collision prediction and prevention technology. The parties are pursuing a multi-phase plan aimed at enabling real-time exchange of location information among vehicles and vulnerable road users to enhance road safety and operational efficiency.

The collaboration builds on previously reported positive proof-of-concept results with SoftBank and now focuses on tailoring Eye-Net’s solution to SoftBank’s needs and evaluating its potential introduction into new markets. Both companies highlight a shared commitment to connected mobility solutions designed to improve situational awareness and reduce traffic-related incidents in Japan and potentially other regions.

Foresight Autonomous Holdings Ltd. filed a prospectus to register up to 3,179,723 American Depositary Shares (ADSs), representing 95,391,690 ordinary shares, for resale by selling shareholders upon exercise of Series A and Series C warrants. The company is not selling ADSs itself and will not receive proceeds from shareholders’ resale, but expects only nominal cash from Series A Warrants, which have a $0.02 per ADS exercise price, and approximately $2.8 million from full exercise of Series C Warrants at $2.7125 per ADS. As of December 7, 2025, 131,194,081 ordinary shares were outstanding, with potential additional dilution from warrants and equity plans. The filing highlights that investing in these ADSs is highly speculative, notes prior Nasdaq minimum bid-price non‑compliance that was subsequently cured, and references an earlier going‑concern explanatory paragraph in the company’s June 30, 2025 financial statements.

Foresight Autonomous Holdings Ltd. (FRSX) reports that it will hold its Annual General Meeting of Shareholders on December 29, 2025. A voting instruction form for holders of American Depositary Shares, to be sent by The Bank of New York Mellon, is attached to this report and forms part of the meeting materials.

Only shareholders of record who held Ordinary Shares or American Depositary Shares at the close of business on November 24, 2025 are entitled to vote at the meeting and at any postponement or adjournment. This report is also incorporated by reference into the company’s existing Form F-3 and Form S-8 registration statements.

Foresight Autonomous Holdings Ltd. (FRSX) filed a Form 6-K announcing its Annual General Meeting of Shareholders, scheduled for December 29, 2025. The meeting materials, including the notice, proxy statement and proxy card, are attached as an exhibit and incorporated by reference.

Shareholders of record holding ordinary shares or American Depositary Shares at the close of business on November 24, 2025 are entitled to vote at the meeting and any postponements or adjournments. This report is also incorporated by reference into several existing Form F-3 and Form S-8 registration statements, meaning those registration statements will automatically include the information provided in this submission.