Welcome to our dedicated page for Scisparc SEC filings (Ticker: SPRC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
SciSparc Ltd. filings document foreign private issuer disclosures for a clinical-stage pharmaceutical company with ordinary shares listed on Nasdaq. The record includes Form 6-K reports and Form 20-F references covering NeuroThera Labs patent and clinical-regulatory updates, cannabinoid-based drug programs, the MUSE endoscopic-system IP portfolio, and hemp seed oil-based product operations.
The company’s SEC materials also describe capital-structure and financing matters, including convertible promissory notes, warrants, resale registration statements, Form F-3 and Form S-8 incorporation, shareholder meeting approvals, reverse-share-split mechanics, Nasdaq continued-listing compliance, governance matters and risk-related disclosure categories.
SciSparc Ltd. files an Amendment No. 1 to a Schedule 13G reporting beneficial ownership of 5% or less in its Ordinary Shares. The cover data dated 12/31/2025 and the signature dated 03/09/2026 show the reporting person Nissim Daniel is an Israeli citizen and lists 0.00 for sole and shared voting and dispositive power on the cover. The amendment states the position is ownership of 5 percent or less of a class and incorporates the cover-page items for exact beneficial-ownership figures.
SciSparc Ltd. is implementing a 1-for-9 reverse share split of its ordinary shares, effective at the market open on March 4, 2026. The shares will continue trading on the Nasdaq Capital Market under the symbol SPRC on a split-adjusted basis starting that date.
The number of issued and outstanding ordinary shares will be reduced from 5,089,501 to approximately 565,500, with about 565,000 outstanding shares after the split, of which roughly 561,533 will be publicly held. Authorized share capital will remain at 2,000,000,000 ordinary shares. All shareholders are affected uniformly, with fractional shares rounded to the nearest whole share at the DTC participant level, and option and warrant terms will be adjusted proportionately.
SciSparc Ltd. is registering up to 23,037,624 ordinary shares for resale by existing investors, not for a new cash offering by the company. These shares include 18,368,679 shares issuable upon conversion of an initial $2.0 million convertible promissory note, 3,651,554 warrant shares and 1,017,391 pre-funded warrant shares.
The notes are part of a securities purchase agreement that allows sales of up to $10 million in promissory notes for $9 million in cash, with an initial $1.8 million purchase already funded. SciSparc may also receive up to about $2.0 million if the warrant and pre-funded warrant are fully exercised in cash. Ordinary shares outstanding were 5,089,501 as of February 13, 2026, so full conversion and exercise would raise the total to 28,127,125 shares.
The filing highlights risks from potential dilution, resale overhang, volatility in SciSparc’s Nasdaq-listed shares (symbol “SPRC”), and existing challenges meeting Nasdaq stockholders’ equity requirements, alongside going-concern language in prior audited financial statements.
SciSparc Ltd. entered into a side letter amending an existing securities purchase agreement with an institutional investor for up to $10,000,000 in convertible promissory notes. The notes are to be sold at 90% of principal. The side letter lets the company set the principal of the initial note at up to $2,500,000, and SciSparc has issued an initial note with $2,000,000 principal for a $1,800,000 purchase price. The investor will deliver this purchase price after a resale registration statement for the conversion shares and warrant shares is filed with the SEC, and consulting fees owed to the investor may be offset against future purchase prices.
SciSparc Ltd. entered into a Securities Purchase Agreement with an institutional investor allowing it to issue up to $10,000,000 in convertible promissory notes. At signing, SciSparc issued an initial note with a principal of $2,500,000 for a purchase price of $2,250,000, reflecting a 10% discount.
The initial note bears 4% annual interest, rising to 14% upon an event of default, and is scheduled to be repaid in ten equal monthly installments starting on August 12, 2027, unless repaid earlier or extended. The outstanding amount is convertible into ordinary shares at the lower of the Nasdaq closing price before issuance or 88% of the lowest 20‑day volume‑weighted average price, with a floor set at 20% of the fixed price and a 4.99% beneficial ownership cap.
Alongside each note, SciSparc issues warrants equal to 100% of the maximum conversion shares at an exercise price based on the variable price. At the initial closing, the investor received a warrant to purchase up to 3,651,554 ordinary shares at $0.5477 per share, exercisable for three years to February 12, 2029. The remaining available principal under the facility is $7,500,000. Net proceeds from notes and any cash warrant exercises are intended for working capital and general corporate purposes, and the company plans to register the resale of shares issuable upon note conversion and warrant exercise.
SciSparc Ltd. reports that its shareholders approved all proposals presented at a special general meeting held on February 4, 2026. The company states that each proposal passed with the requisite majority under Israeli Companies Law and its articles of association. This Form 6-K is also incorporated by reference into SciSparc’s existing Form F-3 and Form S-8 registration statements filed with the SEC.
SciSparc Ltd. has filed a shelf registration on Form F-3 to offer up to $50,000,000 of ordinary shares, warrants and units. This structure lets the company sell securities in multiple transactions over time using prospectus supplements.
As of February 3, 2026, SciSparc reports 5,089,501 ordinary shares outstanding and a public float valued at $3,886,615, which subjects new primary offerings to the one‑third public float limit under Form F‑3. The company plans to use any net proceeds for working capital, research and development, advancing its cannabinoid-based drug pipeline and general corporate purposes, while it also works to address Nasdaq stockholders’ equity listing deficiencies highlighted in recent notices.
SciSparc Ltd. reported that its majority-owned subsidiary, NeuroThera Labs Inc., has been granted a U.S. patent covering proprietary combinations of antimicrobials and cannabinoids aimed at overcoming antimicrobial resistance, including Methicillin-resistant Staphylococcus aureus (MRSA). The patent protects compositions and methods designed to enhance the effectiveness of existing antibiotics against resistant bacterial strains.
NeuroThera’s platform combines established antibiotics with cannabinoids such as THC, CBD and, in some embodiments, PEA. Pre-clinical studies showed enhanced antimicrobial activity, potentially restoring efficacy against resistant Gram‑positive pathogens like MRSA while leveraging long-term safety data of well-known antibiotics.
The company highlights the growing global burden of antimicrobial resistance, noting millions of deaths associated with resistant infections, and cites projections that the global antibiotics market may reach about $58 billion in 2026, underscoring the commercial context for this patented technology.
SciSparc Ltd. reported that it has closed the acquisition of the complete intellectual property portfolio of Xylo Technologies Ltd., including patents, trademarks, know-how, brand names and related registered and unregistered rights. As consideration at closing on January 26, 2026, SciSparc issued Xylo pre-funded warrants to purchase 1,017,391 ordinary shares at an exercise price of $0.001 per share, in lieu of ordinary shares.
The pre-funded warrant is fully paid, exercisable from the issuance date for five years, and includes standard adjustment features, transferability, and protections in the event of corporate actions. It also contains a 9.99% Beneficial Ownership Limitation, which restricts exercises that would cause the holder and its affiliates to own more than that percentage of SciSparc’s outstanding ordinary shares.