NeuroSense holders OK 1-for-4 to 1-for-40 reverse split

NeuroSense Therapeutics Ltd. (NRSN) reports that shareholders, at a Special Meeting on August 26, 2026, approved authorizing the Board of Directors to implement one or more reverse share splits of the company’s ordinary shares.

Rhea-AI Filing Summary

NeuroSense Therapeutics Ltd. (NRSN) reports that shareholders, at a Special Meeting on August 26, 2026, approved authorizing the Board of Directors to implement one or more reverse share splits of the company’s ordinary shares. The Board may select a ratio between 1-for-4 and 1-for-40 and choose an effective date, if any, within 12 months of the meeting. Shareholders also approved that no amendment to the company’s Articles of Association is required in connection with any such reverse share split. The company states that this report is incorporated by reference into several existing Form S-8 and Form F-3 registration statements.

Key Figures

Authorized reverse split minimum ratio: 1-for-4 Authorized reverse split maximum ratio: 1-for-40 Authorization period: 12 months +2 more

5 metrics

Authorized reverse split minimum ratio 1-for-4 Minimum aggregate ratio approved for reverse share splits of ordinary shares

Authorized reverse split maximum ratio 1-for-40 Maximum aggregate ratio approved for reverse share splits of ordinary shares

Authorization period 12 months Board may determine exact ratio and effective date, if any, within 12 months of August 26, 2026

Special Meeting date August 26, 2026 Date on which shareholders approved the reverse split authorization

Signature date August 27, 2026 Date the report was signed by Chief Executive Officer Alon Ben-Noon

Key Terms

reverse share split, Articles of Association, incorporated by reference, Form S-8, +1 more

5 terms

reverse share split financial

"to effect one or more reverse share splits of the Company’s ordinary shares"

A reverse share split is when a company reduces the number of its shares outstanding by combining multiple shares into one, effectively increasing the price of each share. For investors, this can help improve the company's image or meet stock exchange listing requirements, but it does not change the total value of their investment. It’s similar to turning many small pieces of a puzzle into fewer larger pieces—nothing new is added or lost, just rearranged.

Articles of Association regulatory

"no amendment to the Company’s Articles of Association be required"

A company's articles of association are its written rulebook that sets how the business is run, how decisions are made, and what rights owners and directors have—covering voting, meetings, appointment and removal of directors, share classes and dividend policies. For investors, these rules matter because they determine how easily control can change, what protections minority owners have, and how corporate actions (like issuing new shares or changing leadership) are approved, much like a home’s bylaws shaping what residents can and cannot do.

incorporated by reference regulatory

"This Report on Form 6-K is hereby incorporated by reference into"

Form S-8 regulatory

"Registration Statements on Form S-8 (File No. 333-262480 and 333-289658)"

A Form S-8 is a U.S. Securities and Exchange Commission registration that lets a public company set aside shares for employee benefit plans and stock-based compensation. Think of it as opening a dedicated account that authorizes the company to issue or reserve stock for workers and directors; it matters to investors because it enables share dilution when those awards are granted or exercised and signals how management is compensated and incentivized.

Form F-3 regulatory

"and Form F-3 (File No. 333-269306, 333-283656, 333-284051, 333-291122 and 333-293060)"

Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

FAQ

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

What corporate action did NeuroSense Therapeutics Ltd. (NRSN) shareholders approve in August 2026?

Shareholders approved authorizing the Board of Directors to effect one or more reverse share splits of NRSN’s ordinary shares, with the Board empowered to choose the exact ratio and effective date, if any, within 12 months of the August 26, 2026 Special Meeting.

What reverse split ratio range was authorized for NRSN shares?

The authorization permits reverse share splits at an aggregate ratio ranging from 1-for-4 to 1-for-40. The Board of Directors may select the specific ratio or ratios within this range if it decides to implement a reverse share split.

By when can the NRSN Board decide to implement a reverse share split?

The Board of NeuroSense Therapeutics Ltd. may determine the exact ratio and effective date, if any, for a reverse share split within 12 months of the August 26, 2026 Special Meeting, according to the shareholder authorization.

Does a reverse share split at NRSN require amending the Articles of Association?

Shareholders approved that no amendment to NeuroSense Therapeutics Ltd.’s Articles of Association is required in connection with any reverse share split implemented under this authorization, simplifying the implementation process for the Board.

How does this 6-K relate to NRSN’s existing registration statements?

The report is incorporated by reference into NeuroSense Therapeutics Ltd.’s Form S-8 registration statements (File Nos. 333-262480 and 333-289658) and Form F-3 registration statements (File Nos. 333-269306, 333-283656, 333-284051, 333-291122 and 333-293060).

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

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Available on EDGAR 08/27/2026 - 04:15 PM Accepted by SEC EDGAR 08/27/2026 - 04:15 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16

Under the Securities Exchange Act of 1934

For the Month of August 2026

Commission File Number: 001-41084

NeuroSense Therapeutics Ltd.

(Translation of registrant’s name into English)

2 Ha-Tidhar Street

Ra’anana 4366504, Israel

+972-58-7531153

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

On August 26, 2026, NeuroSense Therapeutics Ltd. (the “Company”) held a Special Meeting of Shareholders at which the shareholders approved authorizing the Company’s Board of Directors, in its discretion, to effect one or more reverse share splits of the Company’s ordinary shares at an aggregate ratio ranging from 1-for-4 to 1-for-40, with the exact ratio and effective date, if any, to be determined by the Board within 12 months of the meeting. The shareholders also approved that no amendment to the Company’s Articles of Association be required in connection with any such reverse share split.

This Report on Form 6-K is hereby incorporated by reference into registrant’s Registration Statements on Form S-8 (File No. 333-262480 and 333-289658) and Form F-3 (File No. 333-269306,  333-283656, 333-284051, 333-291122 and 333-293060), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

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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, thereunto duly authorized.

	NeuroSense Therapeutics Ltd.
Date: August 27, 2026	By:	/s/ Alon Ben-Noon
		Alon Ben-Noon
		Chief Executive Officer

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