Non-Invasive Monitoring Systems: amends merger agreement, sets public offering at $50,000,000

What happened

• On Oct 19, 2026, Non-Invasive Monitoring Systems, Inc., Gravitics Merger Sub, Inc. and Gravitics, Inc. entered into a fourth amendment to the Agreement and Plan of Merger and Reorganization (the "Merger Agreement").
• The Amendment modified the definition of "Public Offering" to mean an underwritten public offering with gross proceeds currently expected to be $50,000,000, but in no event less than $40,000,000 (excluding the underwriter’s over-allotment option).
• The original Merger Agreement was entered into on Mar 6, 2026, and had been previously amended on Jun 30, 2026, Aug 5, 2026 and Sep 30, 2026.

Key details

• The Merger contemplates Merger Sub merging with and into Gravitics, with Gravitics surviving as a wholly owned subsidiary of the Company.
• The Amendment changes only the definition of "Public Offering"; all other terms of the Merger Agreement remain unchanged.
• The Amendment is filed as Exhibit 2.1 to the Form 8-K.

Why it may matter

• Item reported: Item 1.01 (entry into a material definitive agreement). The item covers an amendment to the Merger Agreement between Non-Invasive Monitoring Systems, Gravitics Merger Sub and Gravitics that defines the expected size and minimum of a contemplated underwritten public offering.
• This filing does not show why the insider traded or why the company acted.