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IceCure Medical (NASDAQ: ICCM) extends $13.96M equity distribution to March 2026

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

IceCure Medical Ltd. amended its existing equity distribution agreement with Maxim Group LLC, which allows the company to offer and sell from time to time up to $13,960,500 of its ordinary shares through the sales agent. The amendment extends the agreement’s termination date from January 13, 2026 to March 13, 2026, keeping the at-the-market share sale program in place for two additional months.

The report states that this amendment is incorporated by reference into several of IceCure’s shelf and employee benefit registration statements, so any sales under the extended program would be made under those existing SEC registrations.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of January 2026 (Report No. 2)

 

Commission File Number: 001-40753

 

ICECURE MEDICAL LTD.

(Translation of registrant’s name into English)

 

7 Ha’Eshel St., PO Box 3163

Caesarea, 3079504 Israel

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

☒ Form 20-F ☐ Form 40-F

 

 

 

 

 

CONTENTS

 

On January 8, 2026, IceCure Medical Ltd. (the “Company”) entered into the First Amendment (the “Amendment”) to the Equity Distribution Agreement (the “Agreement”) with Maxim Group LLC (the “Sales Agent”), under which the Company may offer and sell, from time to time, to or through the Sales Agent, up to $13,960,500 of its ordinary shares, no par value per share.  

 

Pursuant to the Amendment, the Company and Sales Agent agreed to extend the Agreement’s termination date from January 13, 2026 to March 13, 2026. A copy of the Amendment is included as Exhibit 10.1 hereto and incorporated herein by reference.

 

This Report of Foreign Private Issuer on Form 6-K is incorporated by reference into the Company’s Registration Statements on Form F-3 (File Nos. 333-258660, 333-267272 and 333-290046) and Form S-8 (Registration Nos. 333-270982333-264578333-262620, and 333-281587), filed with the SEC, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished. 

 

1

 

EXHIBIT INDEX

 

Exhibit No.   Description
10.1   First Amendment to Equity Distribution Agreement by and between IceCure Medical Ltd., and Maxim Group LLC, dated January 8, 2026.

 

2

 

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, thereunto duly authorized.

 

  IceCure Medical Ltd.
     
Date: January 9, 2026 By: /s/ Eyal Shamir
    Name: Eyal Shamir
    Title: Chief Executive Officer

 

3

 

Exhibit 10.1

 

FIRST AMENDMENT TO

EQUITY DISTRIBUTION agreement

 

This FIRST AMENDMENT TO EQUITY DISTRIBUTION AGREEMENT (this “Amendment”) is entered into as of January 8, 2026, by and between IceCure Medical Ltd., a company formed under the laws of the State of Israel (the “Company”), and Maxim Group LLC (the “Agent”).

 

WHEREAS, the Company and the Agent entered into an Equity Distribution Agreement, dated January 13, 2025 (the “Agreement”), pursuant to which the Company may issue and sell, through the Agent, its ordinary shares;

 

WHEREAS, Section 8(c) of the Agreement provides that the Agreement will terminate on January 13, 2026; and

 

WHEREAS, the Company and the Agent wish to amend Section 8(c) of the Agreement to extend the term of the Agreement to March 13, 2026.

 

NOW, THEREFORE, in consideration of the mutual agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, the Company and the Agent hereby agree as follows:

 

1. Amendment to “Termination of this Agreement”. Section 8(c) of the Agreement is hereby amended and restated in its entirety as follows:

 

“(c) This Agreement shall remain in full force and effect until (and including) March 13, 2026, unless terminated pursuant to Section 8(a) or Section 8(b) above or otherwise by mutual agreement of the parties; provided that any such termination by mutual agreement shall in all cases be deemed to provide that Section 4(g)Section 6 and Section 7 shall remain in full force and effect. This Agreement shall terminate automatically upon the issuance and sale of Shares having an aggregate offering price equal to the amount set forth in the first paragraph of this Agreement, except as otherwise set forth herein, including without limitation, Section 4(g)Section 6 and this Section 8(c).”

 

2. No Further Amendment. Except as amended by this Amendment, the Agreement remains unaltered and shall remain in full force and effect.

 

3. Jurisdiction. All questions concerning the construction, validity, enforcement and interpretation of this Amendment shall be determined in accordance with the provisions of the Agreement.

 

4. Counterparts. This Amendment may be executed in any number of counterparts, each of which will be deemed an original and all of which together will constitute one and the same instrument. Signatures delivered by facsimile, electronic mail (including as a PDF file) or other transmission method shall be deemed to be original signatures, shall be valid and binding, and, upon delivery, shall constitute due execution of this Amendment.

 

[Signature page follows]

 

 

 

 

IN WITNESS WHEREOF, each of the Company and the Agent has caused this Amendment to be executed and delivered by its officer thereunto duly authorized as of the date first above indicated.

 

  COMPANY
   
  ICECURE MEDICAL LTD.
   
  By: /s/ Eyal Shamir
  Name:  Eyal Shamir
  Title: Chief Executive Officer
   
  AGENT
   
  MAXIM GROUP LLC
   
  By: /s/ Ritesh Veera
  Name: Ritesh Veera
  Title: Co-Head of Investment Banking

 

 

FAQ

What did IceCure Medical Ltd. (ICCM) change in this 6-K filing?

IceCure Medical Ltd. entered into a First Amendment to its Equity Distribution Agreement with Maxim Group LLC, extending the agreement’s termination date to March 13, 2026.

How much can IceCure Medical Ltd. sell under the equity distribution agreement?

Under the agreement with Maxim Group LLC, IceCure Medical Ltd. may offer and sell up to $13,960,500 of its ordinary shares, no par value per share.

Who is the sales agent in IceCure Medical’s equity distribution agreement?

The equity distribution agreement names Maxim Group LLC as the sales agent through which IceCure Medical Ltd. may sell its ordinary shares.

When does IceCure Medical’s amended equity distribution agreement now expire?

Following the amendment, the equity distribution agreement will remain in effect until (and including) March 13, 2026, unless earlier terminated under its terms.

Are the shares sold under this agreement covered by IceCure Medical’s existing registration statements?

Yes. The 6-K is incorporated by reference into IceCure Medical’s Form F-3 and Form S-8 registration statements, so it becomes part of those offerings from the date of submission.

Does the amendment change any other terms of IceCure Medical’s equity distribution agreement?

The amendment states that, other than extending the termination date and conforming Section 8(c), the original equity distribution agreement remains unaltered and in full force and effect.
Icecure Medical Ltd.

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Israel
Caesarea