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: February 2026 (Report No.
2)
Commission File Number: 001-38428
PolyPid Ltd.
(Translation of registrant’s name into
English)
18 Hasivim Street
Petach Tikva 495376, Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
☒ Form
20-F ☐ Form 40-F
CONTENTS
Attached
hereto and incorporated herein is PolyPid Ltd.’s (the “Registrant”) press release issued on February 11, 2026, titled
“PolyPid Provides Corporate Update and Reports Fourth Quarter and Full-Year 2025 Financial Results.”
The bullet points under the section titled “Recent
Corporate Highlights,” the sections titled “Financial results for three months ended December 31, 2025,” “Financial
results for the full year ended December 31, 2025,” “Balance Sheet Highlights,” and “Forward-looking Statements”
and the financial statements in the press release are incorporated by reference into the Registrant’s registration statements
on Form F-3 (File No. 333-276826,
File No. 333-280658,
File No. 333-281863,
File No. 333-284376 and
File No. 333-289034) and
Form S-8 (File No. 333-239517,
File No. 333-271060, File
No. 333-277703, File No. 333-280662
and File No. 333-289570) filed
with the Securities and Exchange Commission 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not superseded by documents or reports subsequently filed or furnished.
EXHIBIT INDEX
| Exhibit No. |
|
|
| 99.1 |
|
Press Release issued by PolyPid Ltd. on February 11, 2026, titled “PolyPid Provides Corporate Update and Reports Fourth Quarter and Full-Year 2025 Financial Results.” |
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.
| |
POLYPID LTD. |
| |
|
|
| Date: February 11, 2026 |
By: |
/s/ Dikla Czaczkes Akselbrad |
| |
|
Name: |
Dikla Czaczkes Akselbrad |
| |
|
Title: |
Chief Executive Officer |
3
Exhibit
99.1
PolyPid
Provides Corporate Update and Reports Fourth Quarter and Full-Year 2025 Financial Results
The
Company is in Advanced Stages of Commercial U.S. Partnership Discussions for D-PLEX₁₀₀
Positive
FDA Pre-NDA Feedback Supports Rolling NDA Review; Submission Expected to Begin by the End of the First Quarter of 2026
Conference
Call Scheduled for Today at 8:30 AM ET
PETACH TIKVA,
Israel, Feb. 11, 2026 — PolyPid Ltd. (Nasdaq: PYPD) (“PolyPid” or the “Company”), an innovative biopharmaceutical
company dedicated to improving patient outcomes by elevating treatment effectiveness, right where care begins, today provided a corporate
update and reported financial results for the three months and full year ended December 31, 2025.
Recent
Corporate Highlights:
| ● | Advancing
Toward Commercialization: The Company made significant progress towards finalizing a
potential partnership in the United States for D-PLEX₁₀₀, including
moving into advanced stages of discussions. |
| ● | Regulatory
Momentum: Received positive feedback from the U.S. Food and Drug Administration (“FDA”)
following the pre-New Drug Application (“NDA”) meeting minutes for D-PLEX₁₀₀
in the prevention of abdominal colorectal surgical site infections (“SSIs”) for
a planned rolling NDA submission beginning by the end of the first quarter of 2026. |
| ● | Strengthened
the Company’s governance and leadership: Appointed Ms. Brooke Story as Chairman
of the Board of Directors, effective December 11, 2025. Ms. Story brings extensive leadership
experience in medical technology and surgical solutions, including senior executive roles
at BD (Becton, Dickinson and Company) and Medtronic PLC. |
| ● | Participated
in a virtual Key Opinion Leader event during the quarter, featuring Dr. Steven D. Wexner,
MD, PhD (Hon), FACS, FRCS (Eng, Ed), Hon FRCS (Glasg, Eng, Ire), MAMSE, Executive Director
and System Chief of Colorectal Surgery for MedStar Health and a globally recognized leader
in colorectal surgery, to discuss the significant clinical and economic burden of SSIs and
the potential role of D-PLEX₁₀₀ in improving surgical outcomes based on
the positive results of the Phase 3 SHIELD II trial. |
| ● | Unveiling
the Kynatrix™ Technology: Over the past years, PolyPid has significantly expanded
its drug delivery capabilities beyond the original PLEX technology. These advancements include
the ability to support new therapeutic areas and delivery approaches, with the first test
case being the Company’s expansion into metabolic diseases through an ultra long-acting
GLP-1 receptor agonist program. These advancements have generated additional intellectual
property beyond PLEX and are now unified under the newly introduced Kynatrix™ technology. |
“2025
was a pivotal year for PolyPid as we successfully completed the SHIELD II Phase 3 trial and advanced D-PLEX₁₀₀ into
the final stages of regulatory approval,” said Dikla Czaczkes Akselbrad, Chief Executive Officer of PolyPid. “Following our
positive Phase 3 results and progress made in the past quarter, we have moved into advanced stage discussions for potential commercial
partnership in the U.S., reflecting the growing recognition of D-PLEX₁₀₀’s clinical and commercial value. At
the same time, positive engagement with the FDA, including agreement on a rolling NDA review, further advanced our regulatory path as
we work toward an NDA submission beginning by end of the first quarter of 2026. We believe 2026 has the potential to be a transformative
year for PolyPid, marking our transition from late-stage development into full commercial execution, and we look forward to providing
updates as these developments occur.”
Financial
results for three months ended December 31, 2025
| ● | Research
and development (“R&D”) expenses for the three months ended December 31,
2025, were $6.2 million, compared to $7.0 million in the same three-month period of 2024.
The decrease in R&D expenses was primarily driven by the completion of the SHIELD II
Phase 3 trial and the Company’s transition toward regulatory submissions. |
| ● | General
and administrative (“G&A”) expenses for the three months ended December 31,
2025, were $1.8 million, compared to $1.0 million for the same period of 2024. |
| ● | Marketing
and business development expenses for the three months ended December 31, 2025, were $0.6
million, compared to $0.2 million in the same period of 2024. |
| ● | For
the three months ended December 31, 2025, the Company had a net loss of $8.5 million, or
($0.41) per share, compared to a net loss of $8.5 million, or ($1.13) per share, in the three-month
period ended December 31, 2024. |
Financial
results for the full year ended December 31, 2025
| ● | R&D
expenses, for the twelve months ended December 31, 2025, were $23.8 million, compared to
$22.8 million for the same twelve-month period of 2024. The increase was primarily driven
by continued activities related to the completion of the SHIELD II Phase 3 trial, along with
regulatory preparation efforts and advancement of the Company’s development programs. |
| ● | G&A
expenses for the twelve months ended December 31, 2025, were $7.2 million, compared to $4.3
million for the same period of 2024. The increase was primarily due to non-cash expenses
related to performance-based options (“PSUs”), following the successful SHIELD
II Phase 3 trial, which triggered the vesting of the PSUs. |
| ● | Marketing
and business development expenses for the twelve months ended December 31, 2025, were $2.0
million, compared to $0.9 million for the same period of 2024, primarily due to increased
business development and commercial preparation efforts. |
| ● | For
the twelve months ended December 31, 2025, the Company had a net loss of $34.2 million, or
($2.09) per share, compared to a net loss of $29.0 million, or ($4.91) per share, in the
twelve-month period ended December 31, 2024. |
Balance
Sheet Highlights
| ● | As
of December 31, 2025, the Company had cash, cash equivalents, and short-term deposits of
$12.9 million, compared to $15.6 million on December 31, 2024. |
| ● | Subsequent
to the end of the quarter, several long-time shareholders exercised warrants ahead of the
warrants’ expiration date at prices ranging between $3.61 per share (for the warrants
with an expiration date of August 2026) and $4.50 per share (for the warrants with an expiration
date of June 2027), generating $3.7 million in additional proceeds, further strengthening
the Company’s balance sheet. |
| ● | The
Company believes that its current cash balance will be sufficient to fund operations into
the second half of 2026 and through several significant upcoming potential milestones. |
Conference
Call Dial-In & Webcast Information:
| Date: |
Wednesday, February 11, 2026 |
| Time: |
8:30 AM Eastern Time |
| Conference Call: |
https://register-conf.media-server.com/register/BI793c5305462d49cea4ba91529d2636bf |
| Webcast: |
https://edge.media-server.com/mmc/p/izp7gdk6 |
About PolyPid
PolyPid Ltd. (Nasdaq: PYPD) an innovative biopharmaceutical company dedicated to elevating treatment effectiveness, right where
care begins. The Company develops long-acting, controlled-release drugs designed to deliver therapy precisely at the site of care,
addressing critical unmet medical needs across a wide and diverse pipeline spanning surgical care, metabolic diseases, and beyond. PolyPid’s
lead product, D-PLEX₁₀₀, successfully met its primary and all key secondary endpoints in the landmark Phase 3
SHIELD II trial for the prevention of surgical site infections. Guided by a commitment to precision and innovation, PolyPid is redefining
how therapies perform and raise the standard of patient care.
For additional
Company information, please visit http://www.polypid.com and follow us on Twitter (X) and LinkedIn.
Forward-looking
Statements
This press
release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other
securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,”
“seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking
statements. For example, the Company is using forward-looking statements when it discusses its regulatory strategy and planned timing
for the submission of an NDA for D-PLEX₁₀₀, including the use of a rolling NDA review, advanced stages of commercial
U.S. partnership discussions for D-PLEX₁₀₀, the potential role of D-PLEX₁₀₀ in improving surgical
outcomes, the Company’s evolution toward commercialization, the growing recognition of D-PLEX₁₀₀’s clinical
and commercial value, its belief that 2026 has the potential to be a transformative year for the Company, marking its transition from
late-stage development into full commercial execution, and its expectation that current cash resources will be sufficient to fund operations
into the second half of 2026 and through several significant upcoming potential milestones. Forward-looking statements are not historical
facts, and are based upon management’s current expectations, beliefs and projections, many of which, by their nature, are inherently
uncertain. Such expectations, beliefs and projections are expressed in good faith. However, there can be no assurance that management’s
expectations, beliefs and projections will be achieved, and actual results may differ materially from what is expressed in or indicated
by the forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual performance
or results to differ materially from those expressed in the forward-looking statements. For a more detailed description of the risks
and uncertainties affecting the Company, reference is made to the Company’s reports filed from time to time with the Securities
and Exchange Commission, including, but not limited to, the risks detailed in the Company’s Annual Report on Form 20-F filed on
February 26, 2025. Forward-looking statements speak only as of the date the statements are made. The Company assumes no obligation to
update forward-looking statements to reflect actual results, subsequent events or circumstances, changes in assumptions or changes in
other factors affecting forward-looking information except to the extent required by applicable securities laws. If the Company does
update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect
thereto or with respect to other forward-looking statements. References and links to websites have been provided as a convenience, and
the information contained on such websites is not incorporated by reference into this press release. PolyPid is not responsible for the
contents of third-party websites.
Company
Contact:
PolyPid Ltd.
Ori Warshavsky
908-858-5995
IR@Polypid.com
Investor
Relations Contact:
Arx Investor Relations
North American Equities Desk
polypid@arxhq.com
CONSOLIDATED
BALANCE SHEETS (UNAUDITED)
U.S. dollars
in thousands
| | |
December 31, | |
| | |
2025 | | |
2024 | |
| | |
| | |
| |
| ASSETS | |
| | |
| |
| | |
| | |
| |
| CURRENT ASSETS: | |
| | |
| |
| Cash and cash equivalents | |
$ | 6,402 | | |
$ | 15,641 | |
| Restricted deposits | |
| 193 | | |
| 168 | |
| Short-term deposits | |
| 6,531 | | |
| - | |
| Pre-launch inventories | |
| 1,106 | | |
| - | |
| Prepaid expenses and other current assets | |
| 995 | | |
| 764 | |
| | |
| | | |
| | |
| Total current assets | |
| 15,227 | | |
| 16,573 | |
| | |
| | | |
| | |
| LONG-TERM ASSETS: | |
| | | |
| | |
| Property and equipment, net | |
| 5,094 | | |
| 6,075 | |
| Operating lease right-of-use assets | |
| 1,675 | | |
| 2,295 | |
| Other long-term assets | |
| 311 | | |
| 277 | |
| | |
| | | |
| | |
| Total long-term
assets | |
| 7,080 | | |
| 8,647 | |
| | |
| | | |
| | |
| Total assets | |
$ | 22,307 | | |
$ | 25,220 | |
CONSOLIDATED
BALANCE SHEETS (UNAUDITED)
U.S. dollars
in thousands (except share and per share data)
| |
|
December 31, |
|
| |
|
2025 |
|
|
2024 |
|
| |
|
|
|
|
|
|
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| CURRENT LIABILITIES: |
|
|
|
|
|
|
| Trade payables |
|
$ |
2,856 |
|
|
$ |
2,409 |
|
| Accrued expenses and other current liabilities |
|
|
2,734 |
|
|
|
2,566 |
|
| Current maturities of long-term debt |
|
|
988 |
|
|
|
6,787 |
|
| Current maturities of operating lease liabilities |
|
|
1,161 |
|
|
|
919 |
|
| |
|
|
|
|
|
|
|
|
| Total current liabilities |
|
|
7,739 |
|
|
|
12,681 |
|
| |
|
|
|
|
|
|
|
|
| LONG-TERM LIABILITIES: |
|
|
|
|
|
|
|
|
| Long-term debt |
|
|
- |
|
|
|
634 |
|
| Deferred revenues |
|
|
2,548 |
|
|
|
2,548 |
|
| Long-term operating lease liabilities |
|
|
647 |
|
|
|
1,277 |
|
| Other liabilities |
|
|
400 |
|
|
|
396 |
|
| |
|
|
|
|
|
|
|
|
| Total long-term liabilities |
|
|
3,595 |
|
|
|
4,855 |
|
| |
|
|
|
|
|
|
|
|
| COMMITMENTS AND CONTINGENT LIABILITIES |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
| SHAREHOLDERS’ EQUITY: |
|
|
|
|
|
|
|
|
| Ordinary shares, no par value - |
|
|
|
|
|
|
|
|
| Authorized: 107,800,000 shares at December 31, 2025 and 2024, respectively; Issued and outstanding: 18,204,002 and 10,190,904 shares at December 31, 2025 and 2024, respectively |
|
|
- |
|
|
|
- |
|
| Additional paid-in capital |
|
|
312,473 |
|
|
|
275,015 |
|
| Accumulated deficit |
|
|
(301,500 |
) |
|
|
(267,331 |
) |
| |
|
|
|
|
|
|
|
|
| Total shareholders’ equity |
|
|
10,973 |
|
|
|
7,684 |
|
| |
|
|
|
|
|
|
|
|
| Total liabilities and shareholders’ equity |
|
$ |
22,307 |
|
|
$ |
25,220 |
|
CONSOLIDATED
STATEMENTS OF OPERATIONS (UNAUDITED)
U.S. dollars
in thousands (except share and per share data)
| | |
Year Ended December 31, | |
| | |
2025 | | |
2024 | | |
2023 | |
| | |
| | |
| | |
| |
| Operating expenses: | |
| | |
| | |
| |
| Research and development | |
$ | 23,807 | | |
$ | 22,811 | | |
$ | 16,148 | |
| Marketing and business development | |
| 1,977 | | |
| 945 | | |
| 1,196 | |
| General and administrative | |
| 7,183 | | |
| 4,273 | | |
| 5,523 | |
| | |
| | | |
| | | |
| | |
| Operating loss | |
| 32,967 | | |
| 28,029 | | |
| 22,867 | |
| Loss on extinguishment of debt | |
| 512 | | |
| - | | |
| - | |
| Financial expense, net | |
| 685 | | |
| 951 | | |
| 929 | |
| | |
| | | |
| | | |
| | |
| Loss before income tax | |
| 34,164 | | |
| 28,980 | | |
| 23,796 | |
| Income tax expense | |
| 5 | | |
| 42 | | |
| 69 | |
| | |
| | | |
| | | |
| | |
| Net loss | |
$ | 34,169 | | |
$ | 29,022 | | |
$ | 23,865 | |
| | |
| | | |
| | | |
| | |
| Loss per share: | |
| | | |
| | | |
| | |
| Basic | |
$ | 2.09 | | |
$ | 4.91 | | |
$ | 16.99 | |
| Diluted | |
$ | 2.09 | | |
$ | 4.91 | | |
$ | 16.93 | |
| | |
| | | |
| | | |
| | |
| Weighted-average Ordinary shares outstanding: | |
| | | |
| | | |
| | |
| Basic | |
| 16,351,890 | | |
| 5,912,890 | | |
| 1,404,368 | |
| Diluted | |
| 16,351,890 | | |
| 5,912,890 | | |
| 1,421,308 | |
CONSOLIDATED
STATEMENTS OF OPERATIONS (UNAUDITED)
U.S. dollars
in thousands (except share and per share data)
| |
|
Three Months Ended
December 31, |
|
| |
|
2025 |
|
|
2024 |
|
| |
|
|
|
|
|
|
| Operating expenses: |
|
|
|
|
|
|
| Research and development, |
|
$ |
6,218 |
|
|
$ |
7,027 |
|
| Marketing and business development expenses |
|
|
556 |
|
|
|
198 |
|
| General and administrative |
|
|
1,756 |
|
|
|
996 |
|
| |
|
|
|
|
|
|
|
|
| Operating loss |
|
|
8,530 |
|
|
|
8,221 |
|
| Financial expense, net |
|
|
24 |
|
|
|
286 |
|
| |
|
|
|
|
|
|
|
|
| Loss before income tax |
|
|
8,554 |
|
|
|
8,507 |
|
| Income tax expense (income) |
|
|
(81 |
) |
|
|
13 |
|
| |
|
|
|
|
|
|
|
|
| Net loss attributable to Ordinary shares |
|
$ |
8,473 |
|
|
$ |
8,520 |
|
| |
|
|
|
|
|
|
|
|
| Loss per share: |
|
|
|
|
|
|
|
|
| Basic |
|
$ |
0.41 |
|
|
$ |
1.13 |
|
| Diluted |
|
$ |
0.41 |
|
|
$ |
1.13 |
|
| |
|
|
|
|
|
|
|
|
| Weighted average number of Ordinary shares used in computing basic and diluted loss per share |
|
|
20,588,114 |
|
|
|
7,507,420 |
|