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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): December 8, 2025
ENvue
Medical, Inc.
(Exact
name of registrant as specified in its charter)
NanoVibronix,
Inc
| Delaware |
|
001-36445 |
|
01-0801232 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 969
Pruitt Ave Tyler, Texas |
|
77569 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (914) 233-3004
NanoVibronix,
Inc.
(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:
| ☐ |
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)) |
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. ☐
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
| Common Stock, par value
$0.001 per share |
|
FEED |
|
Nasdaq Capital Market |
Item
5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
December 8, 2025, the Company filed a Certificate of Amendment to ENvue Medical, Inc. (the “Company”) Certificate of Incorporation
(the “Certificate of Amendment”) to change the name of the Company from “NanoVibronix, Inc.” to “ENvue
Medical, Inc.” effective as of December 12, 2025 (the “Name Change”). In addition, effective before the open of market
trading on December 12, 2025, the Company’s common stock, par value $0.001 per share, ceased trading under the ticker symbol “NAOV”
and began trading on the Nasdaq Stock Market under the ticker symbol “FEED” (“Symbol Change”).
Neither
the Name Change nor the Symbol Change affects the rights of the Company’s security holders. There will be no change to the Company’s
CUSIP in connection with the Name Change or the Symbol Change.
Pursuant
to Section 242 of the Delaware General Corporation Law, stockholder approval was not required to complete the Name Change or to approve
or effect the Certificate of Amendment. The information set forth herein is qualified in its entirety by reference to the complete text
of the Certificate of Amendment, a copy of which is filed with this report as Exhibit 3.1 and is incorporated by reference herein.
Item
7.01. Regulation FD Disclosure.
On
December 12, 2025, the Company issued a press release announcing the Name Change and Symbol Change. A copy of the press release
is furnished hereto as Exhibit 99.1 and incorporated by reference herein.
In
accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including
Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly
set forth by reference in such a filing. Furthermore, the furnishing of information under Item 7.01 of this Current Report on Form 8-K
is not intended to constitute a determination by the Company that the information contained herein, including the exhibits hereto, is
material or that the dissemination of such information is required by Regulation FD.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
| Exhibit
Number |
|
Description |
| 3.1 |
|
Certificate of Amendment of Certificate of Incorporation of ENvue Medical, Inc. |
| 99.1 |
|
Press Release, dated December 12, 2025 (furnished pursuant to Item 7.01). |
| 104 |
|
Cover Page Interactive Data File (embedded within the
Inline XBRL document) |
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.
| |
ENVUE MEDICAL, INC. |
| |
|
|
| Date: December 12, 2025 |
By: |
/s/ Doron
Besser |
| |
Name: |
Doron Besser, M.D. |
| |
Title: |
Chief Executive Officer |
