JFBR updates Series A and Note Warrant exercise price terms

Rhea-AI Filing Summary

Jeffs’ Brands Ltd has adjusted the exercise price of certain outstanding warrants. Effective November 24, 2025, the exercise price per whole ordinary share under both the Series A Warrants dated January 29, 2024 and the Note Warrant issued in connection with a convertible promissory note dated January 16, 2025 was reset to $1.21704 per share, subject to any further adjustments allowed under those warrants. No other terms of the Series A Warrants or the Note Warrant were changed. This report is also being incorporated by reference into several of the company’s existing Form F-3 and Form S-8 registration statements.

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Accepted by SEC EDGAR 11/24/2025 - 04:01 PM Learn about SEC filing dates

FAQ

What did Jeffs’ Brands (JFBR) announce in this Form 6-K?

Jeffs’ Brands announced that, effective November 24, 2025, it adjusted the exercise price of its outstanding Series A Warrants and a Note Warrant so that each whole ordinary share issuable under those warrants is exercisable at $1.21704 per share, with all other warrant terms unchanged.

Which Jeffs’ Brands warrants are affected by the $1.21704 exercise price?

The new $1.21704 exercise price applies to the Series A Warrants dated January 29, 2024 and to the amended and restated Note Warrant issued in connection with a convertible promissory note dated January 16, 2025.

Were any other terms of Jeffs’ Brands’ warrants changed in this filing?

No. Jeffs’ Brands states that no other changes, adjustments or modifications were made to the Series A Warrants or the Note Warrant beyond resetting the exercise price to $1.21704 per whole ordinary share.

When did the new Jeffs’ Brands warrant exercise price become effective?

The adjusted exercise price of $1.21704 per whole ordinary share for the Series A Warrants and the Note Warrant became effective as of November 24, 2025.

How does this Jeffs’ Brands 6-K interact with its F-3 and S-8 registrations?

Jeffs’ Brands states that this Form 6-K is incorporated by reference into its Registration Statements on 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, 333-291322).

Does the Jeffs’ Brands warrant price adjustment affect the number of shares issuable?

The disclosure addresses only the exercise price change to $1.21704 per whole ordinary share and notes that no other warrant changes were made; it does not discuss any change in the number of shares issuable.

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 November 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 November 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 $1.21704 (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, 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.

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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: November 24, 2025	By:	/s/ Ronen Zalayet
		Ronen Zalayet
		Chief Financial Officer

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