MBody AI completes name change, $10M equity raise

Rhea-AI Filing Summary

MBody AI Ltd. (NASDAQ: MBAI), formerly Check-Cap Ltd., reports the completion of its corporate name change following the August 26, 2026 merger with MBody AI Corp. and a $10.0 million ordinary-share only underwritten public offering completed on August 27, 2026.

Former stockholders of MBody AI Corp. received approximately 12,379,581 Ordinary Shares, representing about 90% of the company’s outstanding Ordinary Shares immediately after the merger and before the offering. The offering added 1,538,462 Ordinary Shares at $6.50 per share. As of this press release, 15,293,584 Ordinary Shares are issued and outstanding and the company’s market capitalization was about $99 million as of September 15, 2026.

MBody AI positions itself as an embodied AI platform provider, with its MBody AI Orchestrator managing robot fleets that have cumulatively covered about 600 million square feet across hospitality environments, operating fleets in eleven U.S. states and Canada and serving multiple Fortune 500 gaming and hospitality operators. The company’s Standard Industrial Classification has been updated to 7373 (Services – Computer Integrated Systems Design).

Positive

• Completed a firm-commitment underwritten equity offering of $10.0 million, strengthening the company’s capital base for deployments and product development.
• Former MBody AI Corp. holders now own about 90% of shares in a unified public entity focused on embodied AI, clarifying the company’s strategic direction.
• Platform has been deployed across approximately 600 million square feet and operates robot fleets in eleven U.S. states plus Canada, serving Fortune 500 operators.

Negative

• Issuance of approximately 12,379,581 Ordinary Shares in the merger, plus 1,538,462 shares in the offering, represents a substantial ownership shift and potential dilution for legacy shareholders.

Filing Explained

The merger shares dilute existing holders but remain resale-restricted; the offering added ordinary shares without warrants, preferred shares, or convertibles.

As a Form 6-K, an interim report used by a foreign private issuer to furnish material home-market information, this report says MBody AI’s name change, the August 26, 2026 merger, and the August 27, 2026 offering are complete.

Former MBody AI Corp. holders received approximately 12,379,581 ordinary shares in the merger. Issuing those additional shares increases the total share count and reduces existing holders’ percentage ownership absent offsetting changes.

The merger shares were issued in a transaction exempt from registration and are restricted securities; they cannot be offered or sold in the United States absent registration or an exemption and are not freely tradable unless one becomes available. A majority of those shares also carries a 180-day lock-up from the final offering prospectus, including all shares held by officers and directors.

The offering issued 1,538,462 ordinary shares at $6.50 per share and no warrants, preferred shares, or convertible securities.

Key Figures

Merger consideration shares: 12,379,581 Ordinary Shares Ownership post-merger: 90% Offering size: $10.0 million +5 more

8 metrics

Merger consideration shares 12,379,581 Ordinary Shares Shares issued to former MBody AI Corp. stockholders, representing about 90% of outstanding shares immediately post-merger and pre-offering

Ownership post-merger 90% Portion of outstanding Ordinary Shares held by former MBody AI Corp. stockholders immediately after the merger and before the offering

Offering size $10.0 million Gross proceeds from firm-commitment underwritten offering completed August 27, 2026

Offering price $6.50 per share Public offering price for 1,538,462 Ordinary Shares in August 27, 2026 offering

Shares offered 1,538,462 Ordinary Shares Number of Ordinary Shares sold in the August 27, 2026 underwritten public offering

Shares outstanding 15,293,584 Ordinary Shares Issued and outstanding as of the date of the press release

Market capitalization $99 million Approximate market cap as of close of business on September 15, 2026

Cumulative coverage area 600 million square feet Approximate area of hospitality environments serviced by robot fleets managed by the MBody AI Orchestrator

Key Terms

underwritten public offering, restricted securities, lock-up agreements, Standard Industrial Classification, +2 more

6 terms

underwritten public offering financial

"a $10.0 million ordinary-share only underwritten public offering on August 27, 2026"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

restricted securities regulatory

"MBody Shares were issued in a transaction exempt from registration ... and are “restricted securities”"

Restricted securities are shares or other investment instruments that come with legal or contractual limits on when and how they can be sold, like stock given to founders or bought in a private offering. Think of them as assets in a locked box that can’t be freely traded until certain conditions — such as a waiting period, company registration, or specific approvals — are met. For investors this matters because restricted securities are less liquid and can affect timing, price, and perceived value when they eventually enter the market.

lock-up agreements financial

"A majority of the MBody Shares are subject to lock-up agreements for 180 days"

A lock-up agreement is a contract that prevents company insiders—founders, employees, and early investors—from selling their shares for a set period after a public stock offering. It matters to investors because it keeps a large block of shares off the market temporarily; when the lock-up ends, those holders can sell and this increased supply can cause the stock price to fall, similar to a timed release that suddenly opens a valve.

Standard Industrial Classification regulatory

"the Company’s Standard Industrial Classification has been changed to 7373"

A standard industrial classification is a numeric system that groups businesses into industry categories based on the products or services they provide. Think of it like a library shelf or zip code for companies: it makes it easy to find similar firms, compare performance, and build peer groups. For investors, these codes matter because they simplify sector analysis, benchmarking, risk assessment, and portfolio construction by letting you compare apples to apples.

foreign private issuer regulatory

"maintenance of foreign private issuer status"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

firm-commitment financial

"the Company completed a firm-commitment underwritten public offering"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What corporate changes did MBAI report in this Form 6-K?

The company completed its corporate name change to MBody AI Ltd. following the merger with MBody AI Corp. on August 26, 2026 and a $10.0 million ordinary-share underwritten public offering on August 27, 2026.

How many MBAI shares were issued in the merger with MBody AI Corp.?

Former MBody AI Corp. stockholders received an aggregate of approximately 12,379,581 Ordinary Shares, representing about 90% of MBody AI’s outstanding Ordinary Shares immediately after the merger and before the offering.

What were the key terms of MBAI’s recent equity offering?

On August 27, 2026 MBody AI completed a firm-commitment underwritten public offering of 1,538,462 Ordinary Shares at a public offering price of $6.50 per share, generating gross proceeds of approximately $10.0 million.

How many MBAI shares are currently outstanding and what is its market capitalization?

As of the date of the press release, MBody AI had approximately 15,293,584 Ordinary Shares issued and outstanding. As of the close of business on September 15, 2026, its market capitalization was approximately $99 million.

What does MBAI’s business focus on after the merger and name change?

MBody AI develops enterprise software for managing autonomous robot workforces. Its MBody AI Orchestrator platform coordinates diverse robot fleets across large hospitality and gaming environments under multi-year arrangements with multiple Fortune 500 operators.

How extensive are MBAI’s current robot fleet operations?

Fleets managed by the MBody AI Orchestrator have cumulatively delivered services across approximately 600 million square feet of large-scale hospitality environments, operating in eleven U.S. states and in Canada.

What restrictions apply to the MBody AI Corp. shares received in the merger?

The approximately 12,379,581 MBody Shares were issued as restricted securities exempt from registration under the Securities Act. They cannot be freely sold in the United States absent registration or an available exemption, and most are subject to 180-day lock-up agreements.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 09:10 AM Accepted by SEC EDGAR 09/16/2026 - 09:10 AM Learn about SEC filing dates

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 September 2026

Commission File Number: 001-36848

MBODY AI LTD.

(Translation of registrant’s name into English)

9205 West Russell Road, Building 3, Suite 240

Las Vegas, Nevada 89148

(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 ☐

This Form 6-K is being incorporated by reference into the Registration Statements of MBody AI Ltd. (formerly known as Check-Cap Ltd.) (the “Company”) on Form S-8 (File No. 333-203384, 333-203384, 333-226490 and 333-259666) filed with the Securities and Exchange Commission, 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.

On September 16, 2026, the Company issued a press release announcing the completion of its corporate name change to “MBody AI Ltd.” and providing the current market-data information. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

A copy of the Certificate of Change of Name issued by the Israeli Registrar of Companies, effective as of August 27, 2026, is attached hereto as Exhibit 99.2 and is incorporated by reference herein.

EXHIBIT INDEX

99.1		Press Release, dated September 16, 2026.
99.2		Certificate of Change of Name issued by the Israeli Registrar of Companies.

1

SIGNATURE

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.

	MBODY AI LTD.
	By:	/s/ John Fowler
	Name:	John Fowler
	Title:	Chief Executive Officer

Date: September 16, 2026

2

Exhibit 99.1

MBody AI Completes Name Change Following Merger and $10 Million Offering

Nasdaq-listed embodied AI company introduces its operating platform, enterprise deployments and updated market identifiers

LAS VEGAS, September 16, 2026 (BUSINESS WIRE) – MBody AI Ltd. (“MBody AI” or the “Company”) (NASDAQ: MBAI) today announced the completion of its corporate name change from Check-Cap Ltd., establishing a unified public-market identity for MBody AI following the completion of its merger with MBody AI Corp. on August 26, 2026, and a $10.0 million ordinary-share only underwritten public offering on August 27, 2026 (the “Offering”). The Company’s ordinary shares, par value NIS 48.00 per share (“Ordinary Shares”), continue to be listed on The Nasdaq Capital Market (“Nasdaq”) under the symbol “MBAI.” The CUSIP number for the Ordinary Shares is M6S83C106.

MBody AI is an embodied artificial intelligence company whose proprietary, hardware-agnostic software platform is designed to help autonomous systems operate and coordinate across real-world physical environments. At the center of MBody AI’s platform is the proprietary MBody AI Orchestrator, a hardware-agnostic software platform designed to serve as an intelligence layer for autonomous systems operating in real-world environments. Its deployed capabilities include AI-driven fleet analysis and optimization, task verification and unified reporting. MBody AI delivers the platform as an AI-driven enterprise solution combining third-party robotic equipment, the MBody AI Orchestrator software, maintenance and ongoing support under multi-year arrangements.

Fleets managed by the MBody AI Orchestrator have cumulatively delivered service across approximately 600 million square feet of large-scale hospitality environments, with a recently announced expansion into outdoor operations through a pilot deployment with a Fortune 500 gaming operator. The Company serves multiple Fortune 500 gaming and hospitality operators and recently announced Mohegan Sun as a customer. The Company operates robot fleets across eleven U.S. states, up from nine in June 2026. The Company is also operating a robot fleet in Canada.

“Completing the merger, offering and name change gives investors a clear public-market identity for MBody AI,” said John Fowler, Chief Executive Officer. “We built MBody AI in live operating environments. Our technology is deployed with Fortune 500 gaming operators, and proven over the past year and approximately 600 million square feet of cumulative operations. Over the past few months, our team has executed to continue expand our U.S. footprint. The capital from our offering will support customer deployments and the continued development of the MBody AI Orchestrator.”

Following the closing of the Merger, the Company’s Standard Industrial Classification has been changed to 7373 (Services – Computer Integrated Systems Design).

Key identifiers:

● Legal Name: MBody AI Ltd.

● Ticker: MBAI

● Exchange: Nasdaq Capital Market

● Issued and Outstanding Share Count: approximately 15,293,584 (as of September 15, 2026)

● CUSIP: M6S83C106

● ISIN: IL0011336851

● Commission File Number: 001-36848

● CIK: 0001610590

● SIC Code: 7373 (Services — Computer Integrated Systems Design)

● Transfer Agent: Equiniti Trust Company, LLC

● Former Legal Name: Check-Cap Ltd. (through August 26, 2026)

● Security Type: Ordinary Shares, par value NIS 48.00

● Filer Status: Foreign private issuer

● Reverse Share Split: 1-for-7, effective August 13, 2026

Merger with MBody AI Corp.

The Company, MBody AI Corp., a Nevada corporation, and CC Merger Sub Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), entered into an Agreement and Plan of Merger dated as of September 12, 2025 (the “Merger Agreement”) providing for the merger of Merger Sub with and into MBody AI Corp. (the “Merger”). On August 26, 2026, pursuant to the Merger Agreement, Merger Sub merged with and into MBody AI Corp., with MBody AI Corp. surviving as a wholly owned subsidiary of the Company. Former stockholders of MBody AI Corp. received an aggregate of approximately 12,379,581 Ordinary Shares (the “MBody Shares”), representing approximately 90% of the Company’s outstanding Ordinary Shares immediately following the completion of the Merger and before the closing of the Offering. MBody Shares were issued in a transaction exempt from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and are “restricted securities” within the meaning of Rule 144 under the Securities Act. The MBody Shares may not be offered or sold in the United States absent registration under the Securities Act or an available exemption from registration, and will not be freely tradable unless and until a registration statement covering their resale has been declared effective or an exemption from registration, including Rule 144, becomes available to the holder. A majority of the MBody Shares are subject to lock-up agreements for 180 days from the date of the final prospectus in connection with the Offering, including all MBody Shares held by officers and directors.

Underwritten Offering

On August 27, 2026, following the completion of the Merger, the Company completed a firm-commitment underwritten public offering of 1,538,462 Ordinary Shares at a public offering price of $6.50 per share, before underwriting discounts and commissions, for gross proceeds of approximately $10.0 million. The Offering consisted of Ordinary Shares only and no warrants, preferred shares, or convertible securities were issued.

As of the date of this press release, there were approximately 15,293,584 Ordinary Shares of the Company issued and outstanding. As of the close of business on September 15, 2026, the market capitalization of the Company was approximately $99 million.

Learn more about MBody AI’s growth trajectory at ir.mbody.ai

About MBody AI Ltd.

MBody AI Ltd. (NASDAQ: MBAI) develops enterprise software that deploys and manages autonomous robot workforces for hospitality and gaming operators. The Company’s proprietary MBody AI Orchestrator is a hardware-agnostic software platform that manages diverse robot fleets from multiple vendors across sites and use cases under long-term agreements. MBody AI counts Fortune 500 operators among its customers.

2

No Offer

This press release does not constitute an offer to sell or a solicitation of an offer to buy, and shall not constitute an offer, solicitation, or sale in any state, province, territory, or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the requested change to the Company’s industry classification, the anticipated use of proceeds from the Offering, the continued development of the MBody AI Orchestrator and the rollout of multi-brand fleet control, customer deployments and expansion, the expiry of lock-up agreements, continued Nasdaq listing compliance, maintenance of foreign private issuer status, customer concentration, and future capital needs and dilution. Forward-looking statements are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially, including the risks described under “Risk Factors” in the Company’s most recent Annual Report on Form 20-F and subsequent Reports on Form 6-K. The Company undertakes no obligation to update any forward-looking statement except as required by law.

Investor Relations Contact and Media Contact

Investor Relations:
Lytham Partners, LLC
602-889-9700
ir@mbody.ai

Media Contact:
Core IR
ir@mbody.ai

3

Exhibit 99.2

 

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 PRESS RELEASE, DATED SEPTEMBER 16, 2026 20.2 KB
• EX-99.2 CERTIFICATE OF CHANGE OF NAME ISSUED BY THE ISRAELI REGISTRAR OF COMPANIES 652 B