STOCK TITAN

Pulsenmore (PLSM) completes $7.5M exempt warrant offering

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
D

Rhea-AI Filing Summary

Pulsenmore Ltd., a health care biotechnology company incorporated in Israel, reported an exempt securities offering under Rule 506(b) of Regulation D.

The company sold $7,500,000 of securities consisting of 1,562,500 pre-funded warrants and 1,562,500 ordinary warrants at $4.7999 per pre-funded warrant and accompanying ordinary warrant.

A.G.P./Alliance Global Partners acted as placement agent and received $50,000 in accountable out-of-pocket legal expenses. Pulsenmore plans to use the net proceeds for marketing and commercialization activities, working capital and other general corporate purposes.

Positive

  • None.

Negative

  • None.

Filing Explained

The July 7 Form D reports the offering as sold out, with $0 remaining; its warrants provide rights to acquire ordinary shares, so exercise and issuance would increase the share count and reduce existing holders’ percentage ownership if no offsetting change occurs.

Total Amount Sold $7,500,000 USD Total securities sold in the exempt offering
Total Remaining to be Sold $0 USD Reported remaining amount in the offering
Pre-funded warrants 1,562,500 Number of pre-funded warrants offered
Ordinary warrants 1,562,500 Number of ordinary warrants offered
Purchase price $4.7999 Price per pre-funded warrant and accompanying ordinary warrant
Placement agent legal expenses $50,000 Accountable out-of-pocket legal expenses paid to placement agent
Date of First Sale 2026-06-26 First sale date reported for the offering
pre-funded warrants financial
"An offering of 1,562,500 pre-funded warrants and 1,562,500 ordinary 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.
Rule 506(b) regulatory
"Rule 506(b) is selected as the federal exemption claimed"
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.
Regulation D exemption regulatory
"if the issuer is claiming a Regulation D exemption for the offering"
covered securities regulatory
"if the securities that are the subject of this Form D are "covered securities""

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

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FAQ

What did Pulsenmore Ltd. (PLSM) disclose about its exempt securities offering?

Pulsenmore Ltd. disclosed an exempt securities offering under Rule 506(b) of Regulation D, with total securities sold of $7,500,000. The notice describes the offering structure, investors’ securities and how the company expects to deploy the capital it raised.

How large is Pulsenmore (PLSM)’s securities offering and what was sold?

The company reported selling securities totaling $7,500,000. This includes 1,562,500 pre-funded warrants and 1,562,500 ordinary warrants, sold together at a purchase price of $4.7999 per pre-funded warrant and accompanying ordinary warrant in the exempt offering.

Which SEC exemption does Pulsenmore (PLSM) rely on for this transaction?

Pulsenmore relies on the Rule 506(b) exemption under Regulation D for this offering. This rule provides a federal exemption from Securities Act registration requirements for qualifying private offerings, allowing the company to raise capital without registering the securities.

What types of securities did Pulsenmore (PLSM) issue in this exempt offering?

Pulsenmore issued pre-funded warrants, ordinary warrants and the securities to be acquired upon their exercise. The filing classifies them as an “Option, Warrant or Other Right to Acquire Another Security” and “Security to be Acquired Upon Exercise of Option, Warrant or Other Right.”

How will Pulsenmore (PLSM) use the net proceeds from the $7.5M offering?

Pulsenmore states it intends to use the net proceeds for marketing and commercialization activities, working capital and other general corporate purposes. The company does not allocate specific dollar amounts to each category within these general planned uses.

What fees did the placement agent receive in Pulsenmore (PLSM)’s offering?

A.G.P./Alliance Global Partners is listed as placement agent and received $50,000 in accountable out-of-pocket legal expenses. The filing separately reports $0 in finders’ fees, while not specifying a separate numerical amount for sales commissions in the excerpt provided.

When did Pulsenmore (PLSM) first sell securities in this exempt offering?

The date of first sale is reported as June 26, 2026. The offering is marked as a new notice, and the company indicates a total amount sold of $7,500,000 with $0 remaining to be sold, implying the full amount has been placed.

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
X None
Entity Type
0002064764
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
Pulsenmore Ltd.
Jurisdiction of Incorporation/Organization
ISRAEL
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
Pulsenmore Ltd.
Street Address 1 Street Address 2
8 OMARIM ST.
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
OMER ISRAEL 8496500 +972-526062075

3. Related Persons

Last Name First Name Middle Name
Hirsh Eran
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Financial Officer
Last Name First Name Middle Name
Adereth Jonathan
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chairman of the Board of Directors
Last Name First Name Middle Name
Sonnenschein Dr. Elazar
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chief Executive Officer and Director
Last Name First Name Middle Name
Sonnenschein Menashe
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

VP R&D
Last Name First Name Middle Name
Shmouely Meir
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

VP Software Development
Last Name First Name Middle Name
Messalem Linda
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Hamelsdorf Michael
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

General Counsel & Company Secretary
Last Name First Name Middle Name
Guz-Lavi Racheli
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Loewenstein Anat
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):


Last Name First Name Middle Name
Itkin Hagai
Street Address 1 Street Address 2
Pulsenmore Ltd. 8 Omarim St.
City State/Province/Country ZIP/PostalCode
Omer ISRAEL 8496500
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
X Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
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 2026-06-26 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)

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
A.G.P. / Alliance Global Partners 000008361
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
590 Madison Avenue 28th 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
Foreign/non-US
CALIFORNIA
NEW YORK

13. Offering and Sales Amounts

Total Offering Amount $7,500,000 USD
or Indefinite
Total Amount Sold $7,500,000 USD
Total Remaining to be Sold $0 USD
or Indefinite

Clarification of Response (if Necessary):

An offering of 1,562,500 pre-funded warrants and 1,562,500 ordinary warrants, at a purchase price of $4.7999 per pre-funded warrant and accompanying ordinary warrant.

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 $524,989 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

The Placement Agent also received $50,000 accountable out-of-pocket legal expenses.

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 marketing and commercialization activities, working capital and other general corporate purposes.

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
Pulsenmore Ltd. /s/ Eran Hirsh Eran Hirsh Chief Financial Officer 2026-07-07

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.