Nexera Technologies Ltd (NEXR) issued an institutional investor a convertible promissory note with a $1,900,000 principal amount for a $1,710,000 cash purchase price, equal to 90% of principal, plus a warrant for up to 8,030,432 ordinary shares. The warrant is immediately exercisable at $0.2366 per share for 5.5 years.
The note bears 4% annual interest, rising to 14% during a continuing default, matures 28 months from issuance, and is repayable in ten equal monthly payments, first due on the first day of the month following its 18-month anniversary. The holder may convert at the lower of $0.2366 or 88% of the lowest daily volume weighted average price during the preceding 20 consecutive trading days. The $0.04732 floor may be reduced for certain dilutive issuances, and conversion is subject to a 4.99% beneficial-ownership limit. Nexera intends net proceeds for working capital and general corporate purposes. As of November 4, 2026, $85,500,000 remained under the SPA, which Nexera is not obligated to use.
The TSX Venture Exchange approved Fort Technology Inc.'s voluntary delisting, expected at the close of trading on or about November 6, 2026; Fort's Nasdaq Capital Market listing will continue.
Nexera Technologies Ltd (NEXR) scheduled its annual meeting for December 10, 2026, with six proposals: re-elect Amitay Weiss, Moshe Revach and Tali Dinar; amend its executive and director compensation policy and CEO Eliyahu Zamir’s compensation; approve director equity awards; authorize reverse splits; and reappoint Brightman Almagor Zohar & Co. for the year ending December 31, 2026 and until the next annual meeting.
The reverse-split proposal would let the board choose one or more increments at an aggregate ratio from 1-for-2 to 1-for-250, within 18 months after shareholder approval. The company had 1,500,000,000 authorized and 4,219,763 issued and outstanding ordinary shares as of November 5, 2026. The authorization would remain unchanged if splits are implemented, and future issuances could dilute holders.
Subject to approval, awards include 9,274 RSUs each for Amitay Weiss, Liron Carmel, Tali Dinar, Israel Berenstein, Tomer Etzyoni and Moshe Revach, plus 55,643 for board chair Oz Adler; one-time awards add 21,100 RSUs each for those six and 126,594 for Oz Adler. Shareholders of record on October 27, 2026 may vote; the amended policy and CEO compensation proposals also face an additional voting test.
Nexera Technologies Ltd revised its reverse split ratio from 1-for-5 to 1-for-8. The reverse split will be effective November 6, 2026, with post-split trading beginning at market open on the Nasdaq Capital Market.
The number of issued and outstanding Ordinary Shares will be adjusted from 4,219,763 to approximately 527,471. No fractional Ordinary Shares will be issued; fractional shares will be rounded up to the nearest whole share at the DTC participant level. The company’s authorized share capital will remain unchanged, and outstanding warrants and options will receive proportionate adjustments to exercise prices and issuable shares.
Nexera Technologies Ltd (NEXR) entered into a definitive agreement to sell all of its equity interest in wholly owned KeepZone AI Inc. to a global aerospace and defense company for $1 million in the acquiror’s securities at closing. Nexera is entitled to an earn-out equal to 50% of KeepZone’s positive cumulative after-tax net profit over the 24 months following closing, capped at $5 million; any earn-out is payable in cash within 90 days after that period. Closing remains subject to applicable conditions, including regulatory and Nasdaq approvals or requirements and third-party consents, and is expected on the second business day after those conditions are satisfied or waived, unless the parties agree otherwise.
Nexera will effect a 1-for-5 reverse split on November 6, 2026: issued and outstanding Ordinary Shares will change from 2,513,147 to approximately 502,630, subject to fractional-share adjustments. The split also proportionally adjusts the exercise prices and issuable share counts of outstanding warrants and options; authorized share capital remains unchanged. Separately, exercise prices for the outstanding Series A and June and September 2026 note warrants were adjusted to $0.609488 effective October 22, 2026, then to $0.38148 effective October 28, 2026, subject to further adjustments under the warrants.
Nexera Technologies Ltd (NEXR) entered into additional financing and amended a key distribution agreement. On September 17, 2026, Nexera issued a $600,000 non-recourse convertible promissory note to an institutional investor for $540,000 in cash, under its existing up-to $100,000,000 Securities Purchase Agreement, which has $87,400,000 remaining.
The note bears 4% annual interest (rising to 14% on default), matures in 28 months, and is convertible at the lower of $1.420 or 88% of the lowest 20-day VWAP, subject to a $0.284 floor and a 4.99% beneficial ownership cap. Nexera also issued a warrant for 448,359 ordinary shares at $1.420, exercisable for 66 months. Net proceeds and any cash warrant exercises are intended for working capital and general corporate purposes. Separately, an amendment with Scanary converted KeepZone’s distribution rights in five territories from exclusive to non-exclusive, reduced total exclusivity consideration from $1,000,000 to $600,000 (already paid), and removed several refund and repayment mechanisms.
Nexera Technologies Ltd (NEXR) reports that, effective as of September 3, 2026, the exercise price per whole Ordinary Share issuable upon exercise of its outstanding Series A Warrants issued on January 29, 2024 and the warrant issued on June 18, 2026 in connection with a convertible promissory note was adjusted to $1.6148, subject to further adjustments under their terms.
No other changes, adjustments or modifications were made to the Series A Warrants or the June 2026 Note Warrant. This report is incorporated by reference into Nexera Technologies Ltd’s existing Registration Statements on Form F-3 and Form S-8 listed in the filing.
Nexera Technologies Ltd (NEXR) reported strong top-line growth but wider losses for the six months ended June 30, 2026. Revenues rose to $10.4 million from $7.0 million a year earlier, driven by a 34% increase in e-commerce sales to $8.5 million and a 209% jump in logistics revenue to $1.9 million as Pure Logistics contributed a full period.
Gross profit improved to $1.7 million, with gross margin nearly doubling to 16.4% as Amazon fee rates and logistics efficiency improved. However, operating loss widened to $4.9 million and net loss increased to $8.4 million (vs. $2.7 million), largely due to $3.5 million in net financial expenses from fair value losses on convertible promissory notes and warrant derivatives and higher G&A, including listing and share-based costs at majority-owned Fort Technology. Cash and cash equivalents increased to $8.4 million, supported by $9.7 million of financing inflows, mainly from issuances and conversions under a $100 million Notes SPA. Management states that existing cash plus expected additional drawdowns under this facility are expected to fund operations for more than 12 months.
Nexera Technologies Ltd (symbol: NEXR) is the issuer of record for a Form 6-K filing submitted to the SEC.
Nexera Technologies Ltd (NEXR) reports an adjustment to the exercise price of several outstanding warrants. Effective as of August 18, 2026, the exercise price per whole ordinary share for the Company’s Series A Warrants, the June 2026 PIPE Warrants, and the June 2026 Note Warrant was reset to $2.215928, in accordance with each warrant’s anti-dilution adjustment provisions. The Company states that no other changes, adjustments or modifications were made to these warrants. This report is also incorporated by reference into Nexera’s effective Form F-3 and Form S-8 registration statements, making the warrant price adjustment part of those registration statements’ disclosure record.
Nexera Technologies Ltd furnished a report highlighting interim results and corporate actions at its majority-owned subsidiary Fort Technology Inc. For the six months ended June 30, 2026, Fort generated revenues of $7.36 million, up 49% year over year, with gross profit of $1.36 million and a net loss of $1.34 million as spending on marketing and public company costs increased. Total assets were $7.92 million, liabilities $2.88 million, and equity $5.04 million, supported by $0.78 million in cash and working capital of $2.91 million. Fort listed its shares on Nasdaq on June 8, 2026, triggering the issuance of 1,571,429 contingent shares to Nexera and the automatic conversion of $3.63 million in convertible debentures into 1,949,794 shares and warrants, materially reducing debt. Fort also obtained loan facilities from Nexera and an investor totaling up to $900,000. Subsequent to period-end, Fort signed agreements to acquire 50.1% of Logia USA Inc. for shares valued at $125,000 and to provide Logia USA with a $2 million credit facility, expanding into fuel integrity solutions for U.S. data centers. Separately, Nexera adjusted the exercise price of its Series A, June 2026 PIPE and June 2026 Note warrants to $2.398704 per share, with no other warrant term changes.