Glucotrack, Inc. Amends Financing Agreements; Repays Bridge Notes

What Happened

• Glucotrack, Inc. (GCTK) filed an 8-K reporting that it executed amendments to several financing instruments—including Bridge Warrants, Common Warrants (Amendment No. 2), September Warrants, and September Notes. Execution of amendments began on September 22, 2026; the September Note amendments became effective on September 28, 2026.
• In connection with a registered direct offering, the Company repaid all outstanding senior secured convertible Bridge Notes in full on September 25, 2026.
• The filed amendments change conversion and anti‑dilution mechanics: the Bridge Warrant Amendment, Amendment No. 2 to the Common Warrant, and the September Warrant Amendment remove provisions that allowed downward adjustment of the Floor Price. The September Note Amendment also (i) removes downward adjustment rights, (ii) makes the Floor Price an absolute floor that conversion/adjustment cannot reduce below, and (iii) requires any True‑Up (make‑whole) amount to be paid only in cash.

Key Details

• Bridge Notes were repaid in full on September 25, 2026 (following a registered direct offering).
• Amendments execution commenced September 22, 2026; September Note Amendment became effective September 28, 2026 upon counterpart execution.
• Material amendment effects: removal of any downward adjustment to the Floor Price across amended warrants/notes; Floor Price now operates as an absolute floor for conversion price (September Notes); True‑Up amounts payable only in cash.
• Forms of the four warrant/note amendments are filed as Exhibits 4.1–4.4 to the 8‑K.

Why It Matters

• These amendments change the economics and anti‑dilution protections tied to Glucotrack’s convertible securities and warrants, which can affect how and at what price those securities convert into common stock and the potential for future dilution.
• Repayment of the Bridge Notes reduces outstanding secured convertible debt, which may affect the company’s near‑term liabilities and interest/convertible exposure.
• For shareholders and potential investors, the changes are relevant to modeling future share count, conversion scenarios, and the company’s capital structure; review the full amendment texts (filed as exhibits) for precise mechanics.