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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 2, 2026
MY
SIZE, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-37370 |
|
51-0394637 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
HaNegev
4, POB 1026,
Airport
City, Israel 7010000
(Address
of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code +972-3-600-9030
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common Stock, $0.001 par
value per share |
|
MYSZ |
|
Nasdaq Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing
On March
2, 2026, My Size, Inc. (the “Company”) was notified (the “Notification Letter”) by the Nasdaq Listing
Qualifications (“Nasdaq”) that it is not in compliance with the minimum bid price requirements set forth in Nasdaq Listing
Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain
a minimum bid price of $1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid
price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price of
the Company’s common stock for the 30 consecutive business days prior to the date of the Notification Letter, the Company no longer
meets the minimum bid price requirement. The Notification Letter has no immediate effect on the listing or trading of the Company’s
common stock on the Nasdaq Capital Market and, at this time, the common stock will continue to trade on the Nasdaq Capital Market under
the symbol “MYSZ”.
The
Notification Letter provides that the Company has 180 calendar days, or until August 31, 2026, to regain compliance with Nasdaq
Listing Rule 5550(a)(2). To regain compliance, the bid price of the Company’s common stock must have a closing bid price of at
least $1.00 per share for a minimum of 10 consecutive business days. In the event the Company does not regain compliance by August
31, 2026, the Company may then be eligible for additional 180 days if it meets the continued listing requirement for market value
of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement,
and will need to provide written notice of its intention to cure the deficiency during the second compliance period. If the Company does
not qualify for the second compliance period or fails to regain compliance during the second compliance period, then Nasdaq will notify
the Company of its determination to delist the Company’s common stock, at which point the Company will have an opportunity to appeal
the delisting determination to a Hearings Panel.
The
Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider implementing available options,
including, but not limited to, implementing a reverse stock split of its outstanding securities, to regain compliance with the minimum
bid price requirement under the Nasdaq Listing Rules.
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 hereunto duly authorized.
| |
MY SIZE, INC. |
| |
|
|
| Date: March 2, 2026 |
By: |
/s/ Ronen
Luzon |
| |
Name: |
Ronen Luzon |
| |
Title: |
Chief Executive Officer |
