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.
Pulsenmore Ltd. is registering for resale up to 3,125,000 ordinary shares issuable upon exercise of warrants issued in a June 2026 private placement.
The prospectus states the offering is a resale by the selling shareholder Armistice Capital Master Fund Ltd., that the company will not receive proceeds from resale transactions, and that the company may receive proceeds only if the warrants are exercised for cash. The offering is conditioned on the registration statement becoming effective.
Pulsenmore Ltd. has called its Annual General Meeting for August 6, 2026 in Ramat Gan, Israel. Shareholders will vote on re-electing Class I directors Rachel Guz‑Lavi and Hagai Itkin, a 2026 cash bonus plan for CEO and controlling shareholder Dr. Elazar Sonnenschein, and payment of the discretionary portions of 2025 bonuses to Dr. Sonnenschein (about $22,500) and VP R&D Menashe Sonnenschein (about $3,500).
Investors are also asked to approve a Revised Amended and Restated Compensation Policy that tightens pay caps and adds an overall annual cost ceiling per officer, and to re-appoint PwC as independent auditor for 2026. The filing outlines voting mechanics, special majority rules for related‑party items, and current ownership, with 6,502,844 ordinary shares outstanding as of June 29, 2026.
Pulsenmore Ltd. reports that it has cancelled its previously scheduled Annual General Meeting of Shareholders that was to be held on July 9, 2026 at 10:00 a.m. (Israel time) in Ramat Gan, Israel.
The meeting is being cancelled so the company can revise Proposal 5, which concerns approval of its Amended and Restated Compensation Policy. These revisions follow discussions with certain shareholders and are intended to reflect their feedback. Pulsenmore plans to call a new annual meeting and will furnish a new report with revised proxy materials, including an updated compensation policy and related documents.
Pulsenmore Ltd. entered into a definitive agreement with a single healthcare-focused institutional investor for a $7.5 million private placement of pre-funded warrants and ordinary warrants. The investor will purchase 1,562,500 pre-funded warrants (or ordinary shares in lieu thereof) and ordinary warrants to buy up to 1,562,500 ordinary shares at a combined price of $4.7999–$4.80 per unit.
The pre-funded warrants are exercisable immediately at $0.0001 per share with no expiry until fully exercised, while the ordinary warrants are exercisable immediately at $4.80 per share and expire five years after issuance. Warrant exercises are capped so the holder cannot exceed 4.99% beneficial ownership of Pulsenmore’s ordinary shares.
Pulsenmore plans to use net proceeds for marketing and commercialization, working capital and general corporate purposes. The company will pay A.G.P./Alliance Global Partners a 7.0% cash fee and up to $50,000 in expenses, has agreed to registration of the resale shares, and accepted lock-up and no-variable-rate-transaction covenants for defined post‑effective periods.
Pulsenmore Ltd. filed a Form 6-K to share that it has entered a strategic partnership with Ouma Health, a U.S.-based virtual maternity care provider. Ouma Health will integrate Pulsenmore’s FDA-authorized home ultrasound technology into its virtual maternity care platform, allowing clinicians to extend prenatal ultrasound monitoring into patients’ homes while maintaining connection with care teams.
The collaboration is positioned as a way to address limited access to prenatal care, including in U.S. "maternal care deserts," and to make virtual maternity care more clinically complete for underserved expectant mothers. The companies see home ultrasound as a meaningful component of emerging virtual and hybrid prenatal care models across the United States.
Pulsenmore Ltd. has postponed its Annual General Meeting of Shareholders. The meeting, originally set for June 16, 2026 at 10:00 a.m. (Israel time), will now take place on July 9, 2026 at the same time at the company’s offices in Ramat Gan, Israel.
The record date remains the close of business on May 12, 2026, and all proposals and board recommendations described in the May 7, 2026 proxy statement are unchanged. Proxies already submitted remain valid, while shareholders who have not yet voted or wish to change their vote have more time to do so.
Pulsenmore Ltd. is calling an Annual General Meeting of Shareholders on June 16, 2026 in Ramat Gan, Israel. Shareholders will vote on re-electing Class I directors Rachel Guz‑Lavi and Hagai Itkin, a 2026 cash bonus plan for CEO and controlling shareholder Dr. Elazar Sonnenschein, and 2025 discretionary bonuses for him and VP R&D Menashe Sonnenschein.
Investors are also asked to approve an amended and restated compensation policy that raises several pay limits, and to re‑appoint PwC member firm Kesselman & Kesselman as independent auditor for the 2026 fiscal year. Shareholders of record on May 12, 2026 are entitled to one vote per ordinary share.
Pulsenmore Ltd. Schedule 13G shows Elazar Sonnenschein beneficially owns 1,872,092 ordinary shares, representing 28.79% of the outstanding ordinary shares based on 6,502,844 shares issued and outstanding as of March 31, 2026. The ownership combines 988,930 shares held of record and 883,162 shares held by D.L.L.D. Consulting Ltd., a private company wholly owned by the reporting person, over which Mr. Sonnenschein has voting and dispositive power. The filing is signed on April 28, 2026.