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 April 2026
Commission file number: 001-41482
NEXERA
TECHNOLOGIES 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
Press Release
On April 1, 2026, Nexera Technologies Ltd (formerly
Jeffs’ Brands Ltd) (the “Company”) issued a press release titled “Nexera Technologies Reports Full Year 2025 Revenue
Growth to $16.83 Million Driven by Strong Second Half Performance of $9.85 Million”, 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”).
Adjustments to Exercise Price
The Company 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”), 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”) and
Section 2(a) of the warrant to purchase Ordinary Shares issued in connection with a convertible promissory note, dated February
18, 2026 (the “Second Note Warrant”) effective as of April 1, 2026, the exercise price per each whole Ordinary Share issuable
upon exercise of the outstanding Series A Warrants, the Note Warrant and the Second Note Warrant was adjusted to $ $1.960112 (subject
to any further adjustment as provided therein). No other changes, adjustments or modifications were made to the Series A Warrants, the
Note Warrant or the Second Note Warrant.
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,
File No. 333-287341
and File No. 333-293607)
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to be a part thereof from the date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequently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.
EXHIBIT INDEX
| Exhibit No. |
|
|
| 99.1 |
|
Press Release issued by Nexera Technologies Ltd, dated April 1, 2026, titled “Nexera Technologies Reports Full Year 2025 Revenue Growth to $16.83 Million Driven by Strong Second Half Performance of $9.85 Million”. |
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.
| |
Nexera Technologies Ltd |
| |
|
| Date: April 6, 2026 |
By: |
/s/ Ronen Zalayet |
| |
|
Ronen Zalayet |
| |
|
Chief Financial Officer |
Exhibit 99.1
Nexera
Technologies Reports Full Year 2025 Revenue Growth to $16.83 Million Driven by Strong Second Half Performance of $9.85 Million
Tel
Aviv, Israel, April 01, 2026 (GLOBE NEWSWIRE) -- Nexera Technologies Ltd (“Nexera” or the “Company”)
(Nasdaq: NEXR, NEXRW) (formerly known as Jeffs’ Brands Ltd) today announced its financial and operational results for the fiscal
year ended December 31, 2025.
Key
Financial Highlights for 2025:
| ● | Total
revenues for the year ended December 31 ,2025 reached $16.83 million,
representing 23% growth compared to $13.69 million for the year ended
December 31, 2024. |
| ● | Revenues in
the second half of 2025 reached $9.85 million, demonstrating
accelerated momentum in the second half of the year. |
| ● | Gross
profit increased to $1.77 million, up 12% from $1.57 million
in the previous year. |
| ● | Product revenue
reached $14.4 million representing a rapid growth in Fort Products’ sales
in the United Kingdom, as well as Fort Products’ revenues in Europe |
| ● | Service
revenue from the logistics operations segment contributed $2.4 million, approximately 15%
of the Company’s total revenue, in 2025. |
In
recent months, the Company has undergone a significant strategic transformation and entered the rapidly expanding homeland
security market. This shift is centered on leveraging the Company’s data-driven expertise to deliver advanced artificial
intelligence (“AI”) powered solutions for critical infrastructure protection, supported by a comprehensive corporate
rebranding initiative designed to better reflect the Company’s evolving business focus and long-term growth strategy.
“We
are proud of the progress we made throughout 2025,” said Eliyahu Zamir, Chief Executive Officer of Nexera. “We
achieved meaningful revenue growth and successfully integrated Pure Logistics, which is already contributing positively to our bottom
line. At the same time, we made significant strides in positioning KeepZone AI (“KeepZone”) as a key
player in the global homeland security market. We believe these achievements, combined with our recently completed rebranding
to Nexera Technologies, lay a strong foundation for accelerated growth and long-term value creation in 2026 and beyond.”
The
Company continues to leverage its expertise in data analytics and operational efficiency to support both its established E-commerce
activities and its expanding portfolio of AI-powered homeland security (“HLS”) solutions.
The
2025 Annual Report includes the Company’s audited financial statements for the year ended December 31, 2025. The 2025 Annual
Report can be accessed at the SEC’s website at https://www.sec.gov/ .This press release is being issued pursuant to Nasdaq
Listing Rule 5250(d)(1)(C).
About Nexera Technologies
Ltd (formerly Jeffs’ Brands Ltd)
Nexera Technologies
Ltd (formerly known as Jeffs’ Brands Ltd) operates, through its subsidiaries, in the fields of advanced technologies
for the global homeland security sector and e-commerce:
| ● | KeepZone -
A wholly-owned subsidiary dedicated to distributing and promoting AI-powered homeland
security technologies, including 3D imaging and electromagnetic threat detection, perimeter
intrusion detection, counter-unmanned aircraft systems, and multi-layered security
solutions for critical infrastructure and global markets. |
| ● | Fort
Products – Legacy consumer products operations focused on pest control and
remedial products, which was sold to Fort Technology Inc. (“Fort”) in
July 2025 in exchange for a controlling equity interest. The Company has since reduced its
stake in Fort while retaining control and strategic involvement in related E-commerce
activities. |
| ● | E-commerce
activities - Ongoing legacy operations in data-driven online retail (primarily Amazon
Marketplace) through the Company’s other wholly-owned subsidiaries,
including Smart Repair Pro and Top Rank. |
For
more information on Nexera Technologies, visit: https://nexera-tech.io/
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 the Company’s strategic repositioning to focus on homeland security technologies, AI-driven solutions, and advanced
detection systems; the Company’s belief that the rebranding to Nexera Technologies represents a significant milestone in its
transformation; the Company’s expectation that KeepZone will become a key player in the global homeland security market; the
Company’s belief that its achievements in 2025, combined with its ongoing rebranding to Nexera Technologies, lay a strong foundation
for accelerated growth and long-term value creation in 2026 and beyond; the Company’s expectation that the integration of Pure Logistics
will continue to contribute positively to its bottom line; the Company’s plans for continued international expansion, including
deeper penetration into European markets and enhanced U.S. logistics capabilities; and the Company’s expectation that its expansion
into advanced technology and security solutions through KeepZone and its other subsidiaries will complement its existing E-commerce
operations. 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 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, 2025, filed with
the U.S. Securities and Exchange Commission (“SEC”), on April 1, 2026, 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