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  4. [D] Wearable Devices Ltd. SEC Filing

Wearable Devices (WLDS) seals private funding deal

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

Rhea-AI Filing Summary

Wearable Devices Ltd. (WLDS), an Israel-incorporated biotechnology/health care technology company, reported a completed exempt securities offering under Rule 506(b) of Regulation D. The company sold securities for aggregate gross proceeds of $3,284,924 USD, with no remaining amount to be sold. The offering involved equity, warrants or other rights to acquire securities, and the securities issuable upon exercise of those rights. The company notes that the total amount sold excludes any additional proceeds that may be received if the warrants are exercised in the future. A.G.P./Alliance Global Partners is identified in connection with a 7.0% cash fee and 1.0% management fee as placement agent compensation.

Positive

  • None.

Negative

  • None.
Total Amount Sold $3,284,924 USD Aggregate gross proceeds received by the company at closing in the exempt offering
Total Remaining to be Sold $0 USD Reported remaining amount of securities to be sold in this offering
Placement Agent Cash Fee 7.0% Cash fee percentage payable to the placement agent in connection with the offering
Placement Agent Management Fee 1.0% Management fee percentage payable to the placement agent in connection with the offering
Exemption Claimed Rule 506(b) Federal exemption under Regulation D used for this private offering
Date of First Sale 2026-07-31 Date on which the first sale of securities in this offering occurred
Rule 506(b) regulatory
"Federal exemption(s) and exclusion(s) claimed: Rule 506(b)"
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 regulatory
"Certifying that, if the issuer is claiming a Regulation D exemption"
Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.
placement agent financial
"reflects a 7.0% cash fee and 1.0% management fee payable to the placement agent"
A placement agent is a professional or firm that helps organizations raise money from investors, such as individuals, institutions, or funds. They act like matchmakers, connecting those seeking investments with the right investors and guiding the process to ensure successful funding. For investors, they can provide access to exclusive opportunities and help navigate complex fundraising efforts.
covered securities regulatory
"if the securities that are the subject of this Form D are "covered securities""
Investment Company Act of 1940 regulatory
"Is the issuer registered as an investment company under the Investment Company Act of 1940?"
A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.

FAQ

What type of securities did Wearable Devices Ltd. (WLDS) offer in this Form D filing?
Wearable Devices Ltd. offered equity, warrants or other rights to acquire securities, and the securities issuable upon exercise of those rights, as part of an exempt private offering under Rule 506(b) of Regulation D.

How much did Wearable Devices Ltd. (WLDS) raise in its exempt offering?
Wearable Devices Ltd. raised $3,284,924 USD in aggregate gross proceeds. The company states this amount reflects proceeds received at closing and excludes any additional proceeds that could be received upon the future exercise of warrants.

Which exemption did Wearable Devices Ltd. (WLDS) rely on for this securities offering?
Wearable Devices Ltd. relied on Rule 506(b) of Regulation D as the federal exemption. This rule permits certain private offerings to accredited investors and others, subject to conditions, and is treated as a "covered securities" regime under U.S. federal law.

When did the first sale occur in Wearable Devices Ltd. (WLDS)'s Form D offering?
The first sale in the offering occurred on 2026-07-31. The filing is marked as a New Notice, indicating this is the initial Form D notice for this exempt offering, rather than an amendment to a prior notice.

Did Wearable Devices Ltd. (WLDS) disclose any remaining securities to be sold in this offering?
No. The company reports a Total Amount Sold of $3,284,924 USD and a Total Remaining to be Sold of $0 USD, indicating the reported exempt offering amount has been fully placed as of the notice date.

Who received sales compensation in the Wearable Devices Ltd. (WLDS) Form D offering?
A.G.P./Alliance Global Partners is identified in connection with offering compensation. A clarification states the amount reflects a 7.0% cash fee and 1.0% management fee payable to the placement agent in relation to the offering.

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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
0001887673
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)

Name of Issuer
Wearable Devices 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
Wearable Devices Ltd.
Street Address 1 Street Address 2
5 HA-TNUFA ST.
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
YOKNE'AM ILLIT ISRAEL 2066736 97246185670

3. Related Persons

Last Name First Name Middle Name
Dahan Asher
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chief Executive Officer and Chairman of the Board of Directors
Last Name First Name Middle Name
Mualem Alon
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Financial Officer
Last Name First Name Middle Name
Fleisher Tamar
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Operating Officer
Last Name First Name Middle Name
Wagner Guy
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Scientific Officer and President
Last Name First Name Middle Name
Langer Leeor
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Technology Officer
Last Name First Name Middle Name
Barel Shmuel
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Marketing Officer
Last Name First Name Middle Name
Remez Offir
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Vice President of Business Development
Last Name First Name Middle Name
Adler Oz
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Bachar Eli
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Kabazo Gabriel
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Nir Kobbi
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Kiron Revach Hila
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name First Name Middle Name
Vardi Avichay
Street Address 1 Street Address 2
c/o Wearable Devices Ltd. 5 Ha-Tnufa Street
City State/Province/Country ZIP/PostalCode
YOKNE'AM ILLIT ISRAEL 2066736
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
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
X 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 2026-07-31 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)

X 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
NEW YORK

13. Offering and Sales Amounts

Total Offering Amount $3,284,924 USD
or Indefinite
Total Amount Sold $3,284,924 USD
Total Remaining to be Sold $0 USD
or Indefinite

Clarification of Response (if Necessary):

The total offering amount reflects the aggregate gross proceeds received by the Company at closing, excluding any proceeds that may be received upon future exercise of the Warrants.

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 $262,794 USD
Estimate
Finders' Fees $0 USD
Estimate

Clarification of Response (if Necessary):

The amount reflects a 7.0% cash fee and 1.0% management fee payable to the placement agent.

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):

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
Wearable Devices Ltd. /s/ Asher Dahan Asher Dahan Chief Executive Officer 2026-08-17

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.

Source: View Original Filing on SEC EDGAR