Ayrton Capital LLC, Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, and Waqas Khatri reported beneficial ownership of 94,271 Glucotrack, Inc. (GCTK) common shares issuable upon conversion of certain convertible notes. The same position is attributed to all three: the Fund is the investment vehicle, Ayrton Capital is its investment manager, and Khatri is the manager’s managing member.
Each reported the position as 9.99% of the class. The reported shares outstanding were 848,629 as of September 23, 2026, and the conversion shares are subject to a 9.99% beneficial ownership blocker. The reported position is as of September 30, 2026.
Glucotrack, Inc. received written notice that Nasdaq’s Hearings Panel determined to delist its securities after the company failed to satisfy the terms of an exception to the $1.00 minimum bid-price requirement; a closing bid of $0.87 on October 14, 2026 was cited. Nasdaq trading in the common stock will be suspended at the open on October 30, 2026.
The company expects Nasdaq to file a Form 25 to delist and deregister its securities under Section 12(b). It expects and plans for its common stock to be quoted by OTC Markets Group upon suspension and intends to apply to trade on the OTCID Market.
Glucotrack, Inc. (GCTK) effected a 1-for-2 reverse stock split, combining every two issued and outstanding common shares into one. Outstanding shares were reduced from 2,368,237 immediately before the effective time to approximately 1,184,119. Authorized common shares remain 250,000,000; stock-adjusted trading began October 26, 2026, and the ticker remains GCTK.
Glucotrack completed its merger with Lokahi Therapeutics Inc. on July 14, 2026, making Lokahi a direct wholly owned subsidiary. Merger consideration was valued at $34,290,345. Illustrative pro forma combined results show a $19,699,822 net loss for the six months ended June 30, 2026, assuming a January 1 closing; the company states these results are not necessarily indicative of actual results or intended to project future results.
The related bridge financings had gross proceeds of $4,450,000 on July 14 and $3,500,000 on August 4, each with a 22% OID and 8% simple coupon. Under a separate three-year equity-line agreement, Glucotrack has the right, but not the obligation, to require purchases of up to $50,000,000, subject to agreement limitations and conditions; it has sold no shares under the agreement.
Glucotrack, Inc. closed a private placement on October 22, 2026, receiving $2,000,000 in gross cash proceeds for senior secured convertible notes with aggregate principal of $2,564,102.65 and a 22% original issue discount. The notes bear 8% annual interest, mature nine months after issuance, and are secured by substantially all assets of the company and its subsidiaries. Their conversion price is the lower of $0.6390 or 80% of the lowest daily volume weighted average price during the preceding 15 trading days, subject to a floor equal to 20% of Nasdaq Minimum Price.
Investors also received warrants to purchase 8,025,360 shares at $1.5975 per share, exercisable for five years. Note conversions and warrant exercises are subject to an aggregate cap of 19.99% of the common stock outstanding immediately before the purchase agreement unless stockholders approve the share issuance. The company must use 50% of proceeds from any equity line of credit to repay the notes within three business days of receipt.
Glucotrack announced a 1-for-2 reverse stock split, effective at the opening of trading on October 26, 2026. Under a Nasdaq exception, the company must maintain a closing bid price of at least $1.00 each trading day through November 9; its securities may be delisted if it fails to meet the exception’s terms.
On October 13, 2026, Glucotrack, Inc. (GCTK) entered a waiver agreement with certain holders of its existing warrants and became obligated to issue new warrants to purchase an aggregate of 406,198 shares. The new warrants have a $7.50 per-share exercise price, expire five years from issuance, and cannot be exercised unless and until the company obtains stockholder approval for the warrant shares under Nasdaq Listing Rule 5635. Exercise is subject to a 9.99% beneficial ownership limitation; customary exercise-price adjustments are subject to a floor equal to 20% of the common stock’s closing sale price on the issuance date.
The waiver ends the restriction on issuing, agreeing to issue, or announcing common stock or equivalents, other than exempted securities, that otherwise applied until 90 days following effectiveness of a registration statement and receipt of the contemplated stockholder approval. This waiver applies to all holders. The separate waiver of existing-warrant exercise-price adjustments for variable-rate transactions applies only to warrants held by holders that signed the waiver. The new warrants and warrant shares are to be issued in reliance on the Securities Act Section 4(a)(2) exemption.
Glucotrack, Inc. (GCTK) seeks stockholder approval for two Nasdaq stock-issuance proposals, a possible reverse stock split and, if presented, an adjournment proposal. In the September financing, Glucotrack issued convertible notes with $11,596,172.68 aggregate principal in exchange for $4,500,000 cash and $4,545,014.69 in prior note principal, plus warrants for 4,831,739 shares. Approval would permit issuance upon conversion and exercise beyond the 20% Exchange Cap.
The PIPE proposal would permit exercise of warrants for 2,666,667 shares at $1.50 per share, subject to approval and a 9.99% ownership limit; it excludes pre-funded warrant shares. The reverse-split proposal would authorize management, if it elects to act within one year after the special meeting, to combine up to two shares into one. Glucotrack reported 2,368,237 shares outstanding as of October 12, 2026, and estimates approximately 1,184,119 after the maximum split. The board cites Nasdaq’s $1.00 bid-price rule but says continued compliance is not assured; it recommends voting FOR Proposals 1–3 and, if presented, Proposal 4.
Glucotrack, Inc. (GCTK) registered up to 43,223,705 shares of common stock for resale, including shares issuable under warrants and convertible notes, Bridge Penalty Shares, and an equity-line arrangement. The prospectus says these registered shares represent approximately 1,825% of the 2,368,237 common shares outstanding as of October 5, 2026. Glucotrack is not selling shares through selling-stockholder resales and will receive no proceeds from those resales.
Under the ELOC Purchase Agreement, Glucotrack may direct purchases of up to $50.0 million of shares over three years, after the registration statement is declared effective and other conditions are satisfied. It must transfer 50% of proceeds from Purchase Share sales to Glucotrack Technologies to the extent legally available; remaining proceeds are for working capital and general corporate purposes. The company may also receive up to approximately $4.0 million from cash exercise of Interim PIPE warrants and up to approximately $33.3 million from cash exercise of September and PA Warrants. The auditor’s report expressed substantial doubt about its ability to continue as a going concern; cash and cash equivalents were approximately $3.9 million and accumulated deficit was approximately $156.2 million as of March 31, 2026.
Glucotrack, Inc. amended its unaudited pro forma financial information to reflect a 1-for-15 reverse stock split that became effective August 28, 2026. Its merger with Lokahi closed July 14, 2026, making Lokahi a direct wholly owned subsidiary. Merger consideration was valued at $33,327,384 and included 5,323,013 common-equivalent shares after the split; former Lokahi stockholders collectively hold 90% of Glucotrack’s total issued and outstanding equity.
The illustrative combined balance sheet as of June 30, 2026 reports $53,501,018 in assets, $25,302,892 in liabilities and $10,617,827 in cash. Pro forma combined net losses were $19,699,822 for the six months ended June 30, 2026, and $28,135,308 for the year ended December 31, 2025. The information also reflects a $4,450,000 gross bridge financing, a separate $3,500,000 gross follow-on bridge financing and a $2,000,000 Interim PIPE issued for pre-funded warrants. A separate common stock purchase agreement gives Glucotrack the right, but not the obligation, to require purchases of up to $50,000,000 over three years, subject to limitations and conditions. The pro forma figures are illustrative and are not projections of future results.
Glucotrack, Inc. (GCTK) completed its merger with Lokahi Therapeutics on July 14, 2026, making Lokahi a direct wholly owned subsidiary. The updated unaudited pro forma statements reflect Glucotrack’s 1-for-15 reverse stock split, effective August 28, 2026. Merger consideration totaled $33,327,384, equivalent to 5,323,013 common shares after the split; common and Series A convertible preferred shares were structured so former Lokahi holders collectively held 90% of Glucotrack’s total issued and outstanding equity.
The illustrative combined statements report net losses of $19,699,822 for the six months ended June 30, 2026 and $28,135,308 for the year ended December 31, 2025; they are not projections of future results. Financing includes bridge issuances generating $4,450,000 and $3,500,000 in gross proceeds, plus a $2,000,000 Interim PIPE issued for 177,778 pre-funded warrants at $11.25 per share. A separate three-year agreement gives Glucotrack the right, but not the obligation, to require purchases of up to $50,000,000 in common stock, subject to limitations and conditions; Glucotrack has not sold shares under it.
Glucotrack, Inc. (GCTK) amended terms of warrants and convertible notes issued under prior financing agreements. Amendments to the Bridge Warrants, Common Warrants and September Warrants remove provisions permitting downward adjustment to the Floor Price. Execution of the Bridge Warrant amendments began September 22, 2026, and remains ongoing; each Bridge Warrant and September Warrant amendment becomes effective upon execution and delivery by the company and the applicable holder.
The September Note amendments, effective September 28, 2026, also remove downward Floor Price adjustments, make the Floor Price an absolute floor for conversions and Conversion Price adjustments, and require any True-Up Amount to be satisfied only in cash. Glucotrack repaid the outstanding Bridge Notes in full on September 25, 2026, in connection with closing its registered direct offering.