STOCK TITAN

My Size raises $2.5M in private warrant offering

My Size, Inc. raised $2.50 million in a Rule 506(b) private warrant financing, with proceeds earmarked for general corporate purposes including working capital.

(Neutral)
(Neutral)
Form Type
D

Rhea-AI Filing Summary

My Size, Inc. (MYSZ) completed a private exempt offering of equity-linked securities under Regulation D, claiming the Rule 506(b) exemption. The company sold securities for $2,498,692, consisting of 1,308,901 pre-funded warrants, 1,308,901 Series C warrants and 1,308,901 Series D warrants at a combined purchase price of $1.91 per pre-funded warrant and accompanying series warrants.

The issuer states that net proceeds are intended for general corporate purposes, including working capital. H.C. Wainwright & Co., LLC received a management fee equal to 1.0% of the offering proceeds, $50,000 for accountable expenses, $35,000 for non-accountable expenses and 91,623 unregistered warrants to purchase common stock. The date of first sale was September 15, 2026.

Positive

  • None.

Negative

  • None.

Filing Explained

The offering is fully sold, and its 1,308,901 pre-funded warrants can convert into shares; if exercised, they would increase the share count and reduce existing holders’ percentage ownership.

Total Amount Sold $2,498,692 Aggregate proceeds from the exempt offering
Pre-funded warrants issued 1,308,901 warrants Number of pre-funded warrants sold in the offering
Series C warrants issued 1,308,901 warrants Number of Series C warrants sold in the offering
Series D warrants issued 1,308,901 warrants Number of Series D warrants sold in the offering
Combined purchase price per unit $1.91 Per pre-funded warrant and accompanying Series C and D warrants
Management fee to placement agent 1.0% of proceeds Paid to H.C. Wainwright & Co., LLC
Accountable expenses to placement agent $50,000 Cash fee paid to H.C. Wainwright & Co., LLC
Unregistered warrants to placement agent 91,623 warrants Warrants to purchase common stock issued to H.C. Wainwright & Co., LLC
Rule 506(b) regulatory
"The issuer is claiming a Regulation D exemption under Rule 506(b)."
Rule 506(b) is a U.S. securities exemption that lets companies sell shares or debt privately without full public registration, provided sales are primarily to accredited investors, up to 35 non‑accredited but financially knowledgeable buyers, and there is no public advertising or solicitation. It matters to investors because offerings under 506(b) usually include less public disclosure than registered securities—like buying from a private seller rather than a retail store—so buyers must do more of their own fact‑checking and rely on their financial sophistication.
pre-funded warrants financial
"The securities were issued in an offering of 1,308,901 pre-funded warrants."
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Series C warrants financial
"An offering of 1,308,901 pre-funded warrants, 1,308,901 Series C warrants."
Series C warrants are tradable certificates issued alongside a later-stage financing round that give the holder the right to buy company shares at a fixed price within a set time window. They matter to investors because they can provide low-cost upside if the company’s share price rises, but they can also dilute existing shareholders when converted, similar to a coupon that lets someone buy concert tickets later at today’s price — good for the coupon holder, changing the crowd size and ticket value for everyone else.
Series D warrants financial
"An offering of 1,308,901 pre-funded warrants, 1,308,901 Series C warrants and 1,308,901 Series D warrants."
Series D warrants are tradable rights issued with a company's Series D financing round that allow the holder to buy a set number of shares at a fixed price for a limited period. They matter to investors because they create potential extra upside if the company’s value rises, but can also dilute existing shareholders when converted—think of them as coupons you can redeem for stock if the price becomes favorable, affecting ownership and future per-share value.
accredited investors regulatory
"Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors."
Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.
non-accountable expenses financial
"HCW also received a cash fee of $50,000 for accountable expenses, $35,000 for non-accountable expenses."

FAQ

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

How much capital did My Size, Inc. (MYSZ) raise in this Form D offering?

My Size, Inc. reports total securities sold of $2,498,692 in this exempt offering. The securities consisted of pre-funded warrants and Series C and D warrants sold at a combined purchase price of $1.91 per pre-funded warrant and series warrants.

What securities did My Size, Inc. (MYSZ) issue in this private offering?

The company issued 1,308,901 pre-funded warrants, 1,308,901 Series C warrants, and 1,308,901 Series D warrants. These were sold at a combined purchase price of $1.91 per pre-funded warrant and its accompanying Series C and Series D warrants.

What exemption from registration did My Size, Inc. (MYSZ) use for this offering?

The offering relies on Regulation D Rule 506(b) as the federal exemption from registration. The filing indicates this rule is being claimed and that it is a notice of an exempt offering of securities.

When did the My Size, Inc. (MYSZ) exempt offering first close?

The date of first sale for the offering is reported as September 15, 2026. The Form D filing is marked as a new notice rather than an amendment.

How will My Size, Inc. (MYSZ) use the proceeds from this offering?

My Size, Inc. states it intends to use the net proceeds from the offering for general corporate purposes, including working capital. No specific projects or debt repayments are detailed in the disclosure.

What compensation did H.C. Wainwright receive in the My Size, Inc. (MYSZ) deal?

H.C. Wainwright & Co., LLC received a 1.0% management fee on offering proceeds, $50,000 for accountable expenses, $35,000 for non-accountable expenses, and 91,623 unregistered warrants to purchase My Size, Inc. common stock.

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

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Learn about SEC filing dates

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities
OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
None
Entity Type
0001211805
Mysize Inc.
TOPSPIN MEDICAL INC
Topspin Medical Inc
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
My Size, Inc.
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
My Size, Inc.
Street Address 1 Street Address 2
HANEGEV 4, POB 1026
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
AIRPORT CITY ISRAEL 7010000 +972-3-600-9030

3. Related Persons

Last Name First Name Middle Name
Luzon Ronen
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chief Executive Officer
Last Name First Name Middle Name
Elmaliah Oren
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Financial Officer
Last Name First Name Middle Name
Pardo Billy
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Operating Officer and Chief Product Officer
Last Name First Name Middle Name
Saralegui Borja Cembrero
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Growth Officer
Last Name First Name Middle Name
Kaufman Arik
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Golan Roy
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Branitzky Oron
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Zimmerman Guy
Street Address 1 Street Address 2
My Size, Inc. HaNegev 4, POB 1026
City State/Province/Country ZIP/PostalCode
Airport City ISRAEL 7010000
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


4. Industry Group

Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
X Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)

7. Type of Filing

X New Notice Date of First Sale 2026-09-15 First Sale Yet to Occur
Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
Yes X No

9. Type(s) of Securities Offered (select all that apply)

X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number None
H.C. Wainwright & Co., LLC 000000375
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
430 Park Avenue 3rd Floor
City State/Province/Country ZIP/Postal Code
NEW YORK NEW YORK 10022
State(s) of Solicitation (select all that apply)
Check "All States" or check individual States
All States
X Foreign/non-US
NEW YORK

13. Offering and Sales Amounts

Total Offering Amount $2,498,692 USD
or Indefinite
Total Amount Sold $2,498,692 USD
Total Remaining to be Sold $0 USD
or Indefinite

Clarification of Response (if Necessary):

The securities were issued in an offering of 1,308,901 pre-funded warrants, 1,308,901 Series C warrants and 1,308,901 Series D warrants at a combined purchase price of $1.91 per pre-funded warrant and series warrants.

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
1

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $175,000 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

HCW also received a cash fee of $50,000 for accountable expenses, $35,000 for non-accountable expenses a management fee equal to 1.0% of the proceeds of the offering and 91,623 unregistered warrants to purchase common stock.

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
Estimate

Clarification of Response (if Necessary):

The Company intends to use the net proceeds from the Offering for general corporate purposes, including working capital.

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
My Size, Inc. /s/ Oren Elmaliah Oren Elmaliah Chief Financial Officer 2026-09-22

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.


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