My Size, Inc. (MYSZ) SEC Filings

My Size, Inc. (MYSZ) entered into a securities purchase agreement for a private placement of up to 1,308,901 unregistered pre-funded warrants together with Series C and Series D warrants, at an offering price of $1.91 per pre-funded warrant and associated Series Warrants, for aggregate gross proceeds of approximately $2.5 million. The pre-funded warrants are immediately exercisable at $0.001 per share and remain outstanding until fully exercised, while the Series C and Series D warrants are immediately exercisable at $1.66 per share, with five-year and 18‑month terms, respectively, starting from the effective date of a resale registration statement. H.C. Wainwright & Co. is acting as exclusive placement agent and will receive cash fees, expense reimbursements, and 91,623 placement agent warrants; the company has agreed to file a resale registration statement within 15 days and obtain effectiveness within specified SEC review timelines, and the offering is expected to close on or about September 16, 2026, subject to customary conditions.

My Size, Inc. (MYSZ) reported that Nasdaq has notified the company it is no longer in compliance with Nasdaq Listing Rule 5550(b)(1), which requires minimum stockholders’ equity of $2,500,000 for continued listing on the Nasdaq Capital Market. My Size reported $2,347,000 of stockholders’ equity as of June 30, 2026 in its Form 10‑Q.

The notice does not immediately affect the trading of My Size’s common stock on Nasdaq. The company has 45 days, until October 9, 2026, to submit a compliance plan. If Nasdaq accepts the plan, My Size may receive up to 180 days from August 25, 2026, through February 21, 2027, to regain compliance. If My Size cannot regain compliance, Nasdaq staff would issue a delisting determination, which the company could appeal to a Nasdaq Hearings Panel, temporarily staying any delisting action.

MySize, Inc. reported strong top-line growth but weaker profitability for the quarter and six months ended June 30, 2026. Second-quarter revenue rose 53% year-over-year to $3.07 million, and first-half revenue grew 57% to $5.46 million, driven by expansion in fashion e-commerce, the Percentil resale platform and contributions from Ten Peacks.

Despite this growth, profitability deteriorated. Quarterly gross profit was $973,000 and gross margin fell to 31.7% from 56.0%, reflecting a revenue mix shift toward lower-margin commerce activities. Operating loss widened to $1.72 million and net loss to $1.75 million for the quarter; first-half net loss was $3.13 million. Operating expenses increased across R&D, sales and marketing, and G&A as the platform scaled.

The SaaS Solutions segment remained highly profitable, generating 86% gross margin on $211,000 of revenue, and net cash used in operating activities for the first half improved to $1.97 million from $2.31 million. As of June 30, 2026, MySize held $453,000 in cash and cash equivalents and $258,000 in restricted cash, and disclosed that it expects continued losses and negative operating cash flows and will require additional capital to support its operations and growth strategy.

My Size, Inc. reported strong top-line growth but significantly higher losses for the six months ended June 30, 2026. Revenue rose to $5.46 million from $3.49 million, driven mainly by its fashion e-commerce platform and consolidation of ShoeSizeMe and Ten Peacks, with Q2 revenue up to $3.07 million from $2.01 million.

Operating expenses increased across research and development, sales and marketing, and general and administrative, lifting operating loss to $3.13 million from $1.65 million and widening net loss to $3.23 million from $1.51 million. Cash, cash equivalents and restricted cash declined to $0.71 million at June 30, 2026, and management states there is substantial doubt about the company’s ability to continue as a going concern without additional capital. The company has an ATM program and a new $10.0 million equity purchase facility, but also highlights Nasdaq listing risk due to low market value of listed securities.

My Size, Inc. approved and implemented a 1-for-8 reverse stock split of its common stock. A Certificate of Amendment was filed in Delaware, and the split became effective as of 4:30 p.m. Eastern Time on August 12, 2026. The stock will begin trading on a split-adjusted basis on the Nasdaq Capital Market on August 13, 2026, continuing under the symbol MYSZ with a new CUSIP 62844N 505.

Every eight shares of issued and outstanding common stock were automatically converted into one share, with no change to par value. Outstanding options and warrants were proportionately adjusted. No fractional shares will be issued; instead, holders receive cash based on the August 12, 2026 Nasdaq closing price, as adjusted for the split. The number of authorized shares is unchanged, while outstanding shares are reduced from approximately 4.8 million to approximately 600 thousand. The company states the split is intended to increase the per-share price to regain compliance with Nasdaq’s continued listing requirements and potentially broaden its institutional investor base.

My Size, Inc. has registered up to 3,252,404 shares of common stock for resale by Square Gate Capital Master Fund, LLC – Series 5. This includes 3,125,000 ELOC Shares, 33,654 Initial Commitment Shares and up to 93,750 True-Up Commitment Shares tied to future share prices.

These shares support a three-year $10,000,000 equity line facility under an Equity Purchase Agreement that allows, but does not obligate, My Size to sell stock to Square Gate. My Size will not receive proceeds from investors’ resale of these shares, only from any primary sales it elects to make to Square Gate.

The company highlights risks of substantial dilution, potential share price pressure from resales, strict 4.99% ownership and 19.99% exchange caps, and Nasdaq listing risks, including a low Market Value of Listed Securities. Its auditors have previously raised substantial doubt about its ability to continue as a going concern.

My Size, Inc. is registering the resale of up to 26,019,229 shares of common stock held or to be acquired by Square Gate Capital Master Fund, LLC – Series 5, all tied to an equity line of credit facility. This includes 25,000,000 ELOC Shares, 269,229 Initial Commitment Shares and up to 750,000 True-Up Commitment Shares.

The Equity Purchase Agreement lets My Size, at its discretion, sell up to $10,000,000 of stock to Square Gate over 36 months, with purchase prices set at discounts to market VWAP. My Size will not receive proceeds from investors’ resale of these shares but may receive cash when it sells ELOC Shares to Square Gate, which it plans to use for working capital and general corporate purposes.

As of August 6, 2026, My Size had 5,394,778 shares outstanding and 250,000,000 authorized, implying up to 31,144,778 shares outstanding if all registered shares are issued. The company highlights substantial potential dilution, pressure on its $0.36 share price, constraints from a 4.99% Beneficial Ownership Limitation and a 19.99% Exchange Cap. It also discloses Nasdaq listing risks, including a proposed $5.0 million Market Value of Listed Securities requirement versus its approximately $2.1 million MVLS, and geopolitical risks tied to operating from Israel.

My Size, Inc. entered into an Equity Purchase Agreement with Square Gate Capital Master Fund, LLC - Series 5, giving it the right, but not the obligation, to sell up to $10,000,000 of common stock over a 36‑month period ending no later than August 5, 2029. Sales are initiated at the company’s discretion via regular or intraday put notices, subject to conditions and a 4.99% beneficial ownership cap.

An Exchange Cap initially limits issuance to 1,024,597 shares, or 19.99% of shares outstanding on the execution date, unless stockholders approve more or the average sale price reaches at least $0.3706. My Size paid a $100,000 commitment fee in 269,229 shares, with possible true‑up shares. Purchase prices are set at 96.5% of the lowest VWAP for regular puts or 100% of the lowest trade during intraday periods. The company agreed to standstill, variable‑rate, and competing equity line restrictions that can limit other equity financings, while the investor agreed not to short or hedge the stock. My Size will file a Form S‑1 within 30 days to register resale of the commitment shares, and any proceeds from future share sales will be used for working capital and general corporate purposes.