JFBR adjusts exercise price on outstanding warrants to $3.0228

Rhea-AI Filing Summary

Jeffs’ Brands Ltd updated the terms of certain warrants. Effective October 24, 2025, the exercise price per whole Ordinary Share for its outstanding Series A Warrants (dated January 29, 2024) and the amended and restated warrant issued with a convertible promissory note (dated January 16, 2025) was adjusted to $3.0228. The company stated that no other changes, adjustments, or modifications were made to these warrants.

The report is incorporated by reference into Jeffs’ Brands’ Registration Statements on Form F-3 (File Nos. 333-277188, 333-262835, 333-283848, 333-283904, 333-285030, 333-287341) and on Form S-8 (File Nos. 333-269119, 333-280459).

Insights

Capital markets analyst

Neutral technical change: warrant exercise set to $3.0228.

Jeffs’ Brands set the exercise price for outstanding Series A Warrants and a note-related warrant to $3.0228, effective October 24, 2025. The filing states there were no other modifications to terms.

Warrants give holders the right to buy shares at the exercise price; changing that price can influence holder behavior, but the excerpt provides no figures on quantities or proceeds. The impact depends on actual exercises by holders.

The update is incorporated by reference into multiple Form F-3 and S-8 registration statements, aligning disclosures across documents. Actual effects, if any, would flow from future exercises and related disclosures.

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 October 2025

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

Adjustments to Exercise Price

Jeffs’ Brands Ltd (the “Company” or “Jeffs’ Brands”) hereby updates that pursuant to Section 2(a) of the Series A Warrants dated January 29, 2024 (the “Series A Warrants”) to purchase ordinary shares, no par value, of the Company (the “Ordinary Shares”), and Section 2(a) of the amended and restated warrant to purchase Ordinary Shares, issued in connection with a convertible promissory note, dated January 16, 2025 (the “Note Warrant”), effective as of October 24, 2025, the exercise price per each whole Ordinary Share issuable upon exercise of the outstanding Series A Warrants and the Note Warrant was adjusted to $3.0228 (subject to any further adjustment as provided therein). No other changes, adjustments or modifications were made to the Series A Warrants or the Note Warrant.

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 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 and File No. 333-280459), 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.

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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: October 27, 2025	By:	/s/ Ronen Zalayet
		Ronen Zalayet
		Chief Financial Officer

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FAQ

What did JFBR change regarding its warrants?

The exercise price per whole Ordinary Share on certain outstanding warrants was adjusted to $3.0228.

Which Jeffs’ Brands instruments are affected by this change?

The Series A Warrants dated January 29, 2024, and the amended and restated warrant issued with a convertible promissory note dated January 16, 2025.

When does the new exercise price for JFBR warrants take effect?

The adjustment is effective as of October 24, 2025.

Were any other warrant terms changed for JFBR?

No. The company stated that no other changes, adjustments or modifications were made.

Is the 6-K incorporated into Jeffs’ Brands registration statements?

Yes. It is incorporated into Form F-3 (File Nos. 333-277188, 333-262835, 333-283848, 333-283904, 333-285030, 333-287341) and Form S-8 (File Nos. 333-269119, 333-280459).