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Glucotrack director resigns over conflict concern

Glucotrack director Paul V. Goode resigned over a potential conflict of interest tied to the Lokahi Therapeutics merger agreement.

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Glucotrack, Inc. (GCTK) reported that on September 14, 2026, director Paul V. Goode resigned from the Board of Directors, effective immediately. He stated that his resignation was based on his conclusion that there is a potential for a conflict of interest between Glucotrack and its subsidiary in connection with ongoing discussions about implementing the duties, rights and obligations of the entities under the merger agreement relating to the business combination with Lokahi Therapeutics, Inc.

Glucotrack provided Goode with these disclosures in advance and invited him to submit a letter stating whether he agrees with the company’s description; any such letter will be filed as an exhibit to an amended report. His resignation notice is filed as Exhibit 17.1 and incorporated by reference.

Positive

  • None.

Negative

  • Director resignation tied to potential conflict of interest: Board member Paul V. Goode resigned effective September 14, 2026, citing a potential conflict of interest between Glucotrack and its subsidiary related to implementing the merger agreement for the Lokahi Therapeutics business combination.

Filing Explained

The filing states that Glucotrack’s business combination with Lokahi Therapeutics has been completed, while the companies continue discussing how to implement their respective rights, duties, and obligations under the merger agreement.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Resignation effective date September 14, 2026 Date Paul V. Goode’s resignation from Glucotrack’s Board became effective
Resignation notice exhibit Exhibit 17.1 Filed resignation notice of Paul Goode dated September 14, 2026
Amended filing deadline for any response letter 2 business days Timeframe to file any letter from Paul V. Goode as an exhibit after receipt
Report signature date September 18, 2026 Date the report related to the resignation was signed by the CEO
conflict of interest regulatory
"there exists a potential for a conflict of interest between the Company and its subsidiary"
merger agreement financial
"under the merger agreement pursuant to which the Company completed its business combination"
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
business combination financial
"pursuant to which the Company completed its business combination with Lokahi Therapeutics, Inc."
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.
Exhibit 17.1 regulatory
"A copy of Mr. Goode’s resignation notice is filed as Exhibit 17.1"
inline XBRL technical
"Cover Page Interactive Data File (embedded within the inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Glucotrack, Inc. (GCTK) announce regarding its Board of Directors?

Glucotrack announced that Paul V. Goode resigned from its Board of Directors on September 14, 2026, effective immediately. His resignation notice has been filed as Exhibit 17.1 and is incorporated by reference.

Why did director Paul V. Goode resign from Glucotrack (GCTK)?

Paul V. Goode stated that he resigned because he concluded there is a potential for a conflict of interest between Glucotrack and its subsidiary in connection with discussions on implementing duties, rights and obligations under the merger agreement for the Lokahi Therapeutics, Inc. business combination.

How is the Lokahi Therapeutics business combination involved in GCTK’s director resignation?

The potential conflict cited by Paul V. Goode relates to ongoing discussions about implementing the respective duties, rights and obligations of Glucotrack and its subsidiary under the merger agreement through which Glucotrack completed its business combination with Lokahi Therapeutics, Inc.

Will Glucotrack (GCTK) disclose whether Paul V. Goode agrees with its description of his resignation?

Glucotrack gave Paul V. Goode the opportunity to submit a letter stating whether he agrees with its statements. The company plans to file any such letter as an exhibit to an amended report within two business days after receipt.

What exhibits were filed with Glucotrack’s 8-K about the director resignation?

Glucotrack filed Exhibit 17.1, the resignation notice of Paul Goode dated September 14, 2026, and Exhibit 104, the Cover Page Interactive Data File embedded within the inline XBRL document.

Who signed the Glucotrack (GCTK) report concerning the director resignation?

The report was signed on behalf of Glucotrack, Inc. by Erik Emerson, who is identified as the company’s Chief Executive Officer, dated September 18, 2026.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 14, 2026

 

GLUCOTRACK, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41141   98-0668934
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

301 Rte. 17 North, Ste. 800, Rutherford, NJ   07070
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (201) 842-7715

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   GCTK   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 
 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On September 14, 2026, Paul V. Goode notified the Board of Directors of Glucotrack, Inc. (the “Company”) of his resignation from the Board, effective immediately.

 

In his resignation notice, Mr. Goode stated that the basis for his resignation was his conclusion that there exists a potential for a conflict of interest between the Company and its subsidiary in connection with ongoing discussions regarding the implementation of the respective duties, rights and obligations of the relevant entities under the merger agreement pursuant to which the Company completed its business combination with Lokahi Therapeutics, Inc.

 

The Company has provided Mr. Goode with a copy of the foregoing disclosures prior to filing this Current Report on Form 8-K with the Securities and Exchange Commission and has provided Mr. Goode with the opportunity to furnish the Company, as promptly as possible, with a letter stating whether he agrees with the statements made by the Company in response to this Item 5.02 and, if not, stating the respects in which he does not agree. The Company will file any such letter received from Mr. Goode as an exhibit to an amendment to this Current Report on Form 8-K within two business days after its receipt.

 

A copy of Mr. Goode’s resignation notice is filed as Exhibit 17.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
17.1   Resignation Notice of Paul Goode, dated September 14, 2026
104   Cover Page Interactive Data File (embedded within the inline XBRL document)

 

 
 

 

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 hereunto duly authorized.

 

Date: September 18, 2026    
     
  GLUCOTRACK, INC.
     
  By: /s/ Erik Emerson
  Name: Erik Emerson
  Title: Chief Executive Officer

 

 

 

Filing Exhibits & Attachments

4 documents

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