Jeffs’ Brands (NASDAQ: JFBR) faces Nasdaq listing risk but lands first AI anti-drone order

Rhea-AI Filing Summary

Jeffs’ Brands Ltd reported that Nasdaq has notified the company it is not in compliance with the minimum $1,000,000 market value of publicly held shares requirement, based on the prior 30 business days. The company has until July 21, 2026 to regain compliance, during which its ordinary shares and warrants will continue trading on Nasdaq under the symbols JFBR and JFBRW.

Jeffs’ Brands believes its market value of publicly held shares has met the threshold and plans to demonstrate this to Nasdaq, while also considering other options if needed. Separately, its wholly owned subsidiary KeepZone AI Inc. received its first commercial purchase order from an aerospace systems integrator in Mexico for a net-launching anti-drone system, marking the first sale under recently signed reseller and distribution agreements as the company pivots further into homeland security solutions.

Insights

Equity & listings risk analyst

Nasdaq compliance risk emerges as Jeffs’ Brands grows new defense order book.

Jeffs’ Brands has been notified that its ordinary shares failed to meet Nasdaq’s $1,000,000 minimum market value of publicly held shares requirement over 30 consecutive business days as of January 21, 2026. The company now has until July 21, 2026 to restore compliance, or its securities may be subject to delisting from the Nasdaq Capital Market. Continued trading under the JFBR and JFBRW symbols during this period preserves liquidity but places clear conditions on maintaining the listing.

Management states it believes the market value has actually equaled or exceeded the $1,000,000 threshold over the relevant period and intends to demonstrate this to Nasdaq, while also reviewing other options to cure any deficiency. In parallel, the first commercial purchase order for KeepZone AI’s counter‑drone system from a Mexican aerospace systems integrator shows early commercial traction in the homeland security pivot, but no order value or recurring scope is disclosed. Subsequent company filings may clarify whether compliance is restored and whether additional C‑UAS orders follow this initial sale.

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

Commission file number: 001-41482

Jeffs’ Brands Ltd

(Translation of registrant’s name into English)

7 Mezada St.
Bnei Brak, Israel 5126112
(Address of principal executive offices)

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

Receipt of Nasdaq Deficiency Letter

On January 22, 2026, Jeffs’ Brands Ltd (the “Company”) received a letter (the “Letter”) from the Nasdaq Listing Qualifications Department (the “Staff”) notifying the Company that, as of January 21, 2026, for the preceding 30 consecutive business days, the Company’s ordinary shares, no par value (the “Ordinary Shares”), did not meet the minimum market value of publicly held shares of $1,000,000 (the “MVPHS”) requirement for continued listing on The Nasdaq Capital Market (“Nasdaq”) pursuant to Nasdaq Listing Rule 5550(a)(5) (the “Rule”).

The Letter further stated that the Company has 180 calendar days, or until July 21, 2026 (the “Compliance Period”), to regain compliance with the Rule. If at any time during the Compliance Period, the Company’s MVPHS equals or exceeds $1,000,000 for a minimum of ten consecutive business days, the Staff will provide the Company with a written confirmation of compliance with the Rule and the matter will be closed. If the Company does not regain compliance with the Rule by July 21, 2026, the Company will receive written notification from the Staff that its securities are subject to delisting.

The Letter does not have an immediate effect on the Company’s Nasdaq listing or the trading of its Ordinary Shares and warrants on Nasdaq. During the Compliance Period the Ordinary Shares and warrants will continue to trade on Nasdaq under the symbols “JFBR” and “JFBRW”, respectively.

The Company’s continued listing on Nasdaq remains a key priority for the Company. Based on the amount of publicly held shares reflected in the Company’s records and the closing bid price of the Ordinary Shares during the preceding 30 consecutive business days, the Company believes that its MVPHS has been $1,000,000 or greater during the applicable period and that it can demonstrate to Nasdaq compliance with the Rule. However, if the Company is unsuccessful, the Company intends to consider available options to cure the deficiency and regain compliance with the Rule.

Press Release

On January 26, 2026, the Company issued a press release titled “Jeffs’ Brands: KeepZone AI Receives First Commercial Purchase Order to Supply an Anti-Drone System to an Aerospace Systems Integrator”, a copy of which is furnished as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K (this “Form 6-K”).

This Form 6-K is incorporated by reference into the Company’s Registration Statements on Form F-3 (File No. 333-277188, File No. 333-262835, File No. 333-283848, File No. 333-283904, File No. 333-285030 and File No. 333-287341) and Registration Statements on Form S-8 (File No. 333-269119, File No. 333-280459 and File No. 333-291322), to be a part thereof from the date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

1

EXHIBIT INDEX

Exhibit No.
99.1		Press Release issued by Jeffs’ Brands Ltd, dated January 26, 2026, titled “Jeffs’ Brands: KeepZone AI Receives First Commercial Purchase Order to Supply an Anti-Drone System to an Aerospace Systems Integrator”.

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.

	Jeffs’ Brands Ltd
Date: January 26, 2026	By:	/s/ Ronen Zalayet
		Ronen Zalayet
		Chief Financial Officer

3

Exhibit 99.1

Jeffs’ Brands: KeepZone AI Receives First Commercial Purchase Order to Supply an Anti-Drone System to an Aerospace Systems Integrator

Tel Aviv, Israel, Jan. 26, 2026 (GLOBE NEWSWIRE) -- Jeffs’ Brands Ltd (“Jeffs’ Brands” or the “Company”) (Nasdaq: JFBR, JFBRW), a data-driven e-commerce company operating on the Amazon Marketplace expanding into the global homeland security sector through advanced artificial intelligence (“AI”)-driven solutions, today announced that its wholly-owned subsidiary, KeepZone AI Inc., (“KeepZone”), has received its first purchase order for a counter-unmanned aerial system (“C-UAS”) solution from an aerospace systems integrator in Mexico (the “Customer”).

The purchase order is for a net-launching counter-drone solution designed to enhance operational capabilities in high-risk environments. The system, which was sold to the Customer through KeepZone’s recent exclusive reseller agreement with a leading aerospace defense technology developer, features a multi-layered soft- and hard-kill platform utilizing net-launching technology, and is designed to neutralize hostile drones while minimizing collateral damage, making it well-suited for urban security, border protection, and critical infrastructure defense.

This sale marks KeepZone’s first purchase order following its entry into various reseller and distribution agreements for integrated security solutions.

The Customer specializes in customizing and deploying homeland security technologies for the Mexican government and enterprise clients. This sale builds on KeepZone’s recent international expansion, which includes exclusive and non-exclusive distribution rights across regions such as Mexico, Canada, Germany, the United Arab Emirates, Spain, Italy and Israel, covering a range of AI-based radar, autonomous security operations, under-vehicle inspection and aerostat technologies.

Alon Dayan, Chief Executive Officer of KeepZone, commented: “This sale represents a significant step in converting our strategic relationships into tangible commercial deployments. By delivering an advanced C-UAS solution to a trusted local integrator, we are addressing immediate operational needs in drone threat mitigation. We believe this purchase order further strengthens our position as a provider of comprehensive, AI-enhanced security solutions and supports accelerated adoption in high-growth international markets.”

Jeffs’ Brands plans to continue pursuing opportunities to deploy its homeland security technologies globally, leveraging its data-driven expertise to meet evolving demands in defense and infrastructure protection.

About Jeffs’ Brands

Jeffs’ Brands is a data-driven company that has recently pivoted into the global homeland security sector through its wholly-owned subsidiary, KeepZone AI Inc. following the entry into the definitive distribution agreement with Scanary Ltd., in December 2025. Jeffs’ Brands aims to deliver comprehensive, multi-layered security ecosystems for critical infrastructure worldwide, capitalizing on the homeland security market’s significant growth potential while leveraging its expertise in data-driven operations.

For more information on Jeffs’ Brands visit https://jeffsbrands.com.

Forward-Looking Statement Disclaimer

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. For example, the Company is using forward-looking statements when discussing its  belief that the sale represents a significant step in converting KeepZone’s strategic relationships into tangible commercial deployments, that KeepZone is addressing immediate operational needs in drone threat mitigation, that the purchase order further strengthens KeepZone’s position as a provider of comprehensive, AI-enhanced security solutions,  and the Company’s strategic expansion into the homeland security sector. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. The Company’s actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause the Company’s actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: the Company’s ability to adapt to significant future alterations in Amazon’s policies; the Company’s ability to sell its existing products and grow the Company’s brands and product offerings; the Company’s ability to meet its expectations regarding the revenue growth and the demand for e-commerce; the overall global economic environment; the impact of competition and new e-commerce technologies; general market, political and economic conditions in the countries in which the Company operates; projected capital expenditures and liquidity; the impact of possible changes in Amazon’s policies and terms of use; the impact of the conditions in Israel; and the other risks and uncertainties described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (“SEC”), on March 31, 2025, and the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Investor Relations Contact:

Michal Efraty
Adi and Michal PR- IR
Investor Relations, Israel
michal@efraty.com

FAQ

Why did Jeffs’ Brands (JFBR) receive a Nasdaq deficiency letter?

Nasdaq notified Jeffs’ Brands that, for the 30 consecutive business days ended January 21, 2026, its ordinary shares did not meet the $1,000,000 minimum market value of publicly held shares required for continued listing on the Nasdaq Capital Market under Rule 5550(a)(5).

How long does Jeffs’ Brands have to regain Nasdaq compliance?

Jeffs’ Brands has a 180-day compliance period, until July 21, 2026. If its market value of publicly held shares equals or exceeds $1,000,000 for at least ten consecutive business days during this period, Nasdaq staff will confirm compliance and close the matter.

Will Jeffs’ Brands shares continue trading on Nasdaq during the compliance period?

Yes. The company states that the deficiency letter has no immediate effect on its Nasdaq listing. During the compliance period, its ordinary shares and warrants will continue to trade on Nasdaq under the symbols JFBR and JFBRW, respectively.

How does Jeffs’ Brands view its current market value of publicly held shares?

Based on its records and recent closing bid prices, Jeffs’ Brands believes its market value of publicly held shares has been at or above $1,000,000 over the applicable period and that it can demonstrate compliance with Nasdaq’s rule.

What new business did KeepZone AI, Jeffs’ Brands’ subsidiary, secure?

KeepZone AI Inc., a wholly owned subsidiary of Jeffs’ Brands, received its first commercial purchase order from an aerospace systems integrator in Mexico for a net-launching counter‑drone (C‑UAS) system designed for high‑risk environments such as urban security, border protection, and critical infrastructure defense.

How does the KeepZone AI order fit Jeffs’ Brands’ strategy?

Jeffs’ Brands has recently pivoted into the global homeland security sector through KeepZone AI. This first C‑UAS purchase order follows reseller and distribution agreements across regions including Mexico, Canada, Germany, the UAE, Spain, Italy and Israel, and supports its strategy to deliver AI‑enhanced, multi‑layered security ecosystems.