Summary of GlucoTrack, Inc. Special Meeting Company Overview - **Company**: GlucoTrack, Inc. (NasdaqCM: GCTK) - **Meeting Date**: March 12, 2026 - **Key Participants**: Paul Goode (CEO), Peter Wulff (CFO), Katherine Simons (Inspector of Elections) Key Points Discussed Meeting Structure and Participation - The meeting was conducted virtually and was presided over by the CEO, with participation limited to stockholders of record and their proxies [1][2] - An affidavit from Broadridge Financial Solutions confirmed that 446,348 votes, approximately 44.1% of total votes, were present or represented by proxies [3] Voting Matters 1. **Approval of Share Issuance to Sixth Borough Capital Fund, LP** - Proposal to approve the issuance of shares of common stock to Sixth Borough Capital Fund, LP, which may represent more than 20% of the company's issued and outstanding stock as of the date of the purchase agreement [4] 2. **Approval of Common Warrants Exercise** - Proposal to approve the issuance of shares upon the exercise of 2,067,182 common warrants issued to an investor in a private placement that closed on December 31, 2025 [6] 3. **Ratification of Independent Public Accounting Firm** - Proposal to ratify the selection of CBIZ CPAs P.C. as the company's independent registered public accountants for the fiscal year ending December 31, 2025 [8] Voting Process - The voting on each item was deferred until all matters were discussed, and stockholders were informed they could change their votes if desired [10] - The polls were declared closed after the management proxies delivered their ballots [11] Results and Reporting - Preliminary results indicated that all proposals were approved by the required vote of the stockholders, subject to final tabulation [12] - The company plans to file a current report on Form 8-K with the SEC within four business days to report the final voting results [13] Additional Important Information - The meeting adhered to a structured agenda, ensuring that all business matters were addressed in an orderly fashion [4] - The presence of a quorum was confirmed, allowing the meeting to proceed with its business [3] This summary encapsulates the key discussions and decisions made during the special meeting of GlucoTrack, Inc., highlighting the company's governance and shareholder engagement processes.

Core Insights - Glucotrack, Inc. is set to present its continuous blood glucose monitor (CBGM) technology at the LSI USA '26 Summit, highlighting its innovative approach to diabetes management [1][2]. Company Overview - Glucotrack, Inc. focuses on the design, development, and commercialization of novel technologies for diabetes management, specifically a long-term implantable continuous blood glucose monitoring system [4]. - The CBGM system is designed to measure blood glucose levels continuously, featuring a sensor longevity of up to three years, no on-body wearable component, and minimal calibration requirements [5]. Presentation Details - Dr. Paul V. Goode will present on March 17, 2026, at 8:15 a.m. PT, discussing the positive results from the first-in-human study, regulatory strategy, and commercialization plans for a U.S. clinical trial [2][3]. - The presentation aims to address substantial unmet needs in diabetes management and promote a user-friendly experience for patients [3].

Core Insights - Glucotrack, Inc. is set to present its continuous blood glucose monitor (CBGM) technology at the LSI USA '26 Summit, highlighting its innovative approach to diabetes management [1][2][3] Company Overview - Glucotrack, Inc. focuses on the design, development, and commercialization of novel technologies for diabetes management, specifically a long-term implantable continuous blood glucose monitoring system [4] - The CBGM is designed to measure blood glucose levels continuously with a sensor longevity of up to three years, featuring no on-body wearable component and minimal calibration requirements [5] Presentation Details - Dr. Paul V. Goode will present on March 17, 2026, at 8:15 a.m. PT, discussing the positive results from the first-in-human study, regulatory strategy, and commercialization plans for a U.S. clinical trial [2][3] - The presentation aims to address substantial unmet needs in diabetes management and promote a user-friendly experience for patients [3]

Core Viewpoint - Glucotrack, Inc. has received three patents for its continuous blood glucose monitoring (CBGM) platform, enhancing its competitive position and intellectual property protection as it moves towards commercialization of its fully implantable system [1][4]. Patent Details - The patents cover essential technologies in Glucotrack's CBGM system, including proprietary sensor chemistry, intravascular lead design, and low-power electronics [2]. - The patents issued are US 12,453,494, US 12,458,257, and US 12,458,258, which focus on improving glucose measurement methods and sensor design [9]. Product Features - Glucotrack's CBGM is designed for long-term implantation, with a sensor longevity of up to three years and no wearable components, providing a more convenient glucose monitoring solution [4][6]. - The system measures glucose directly from blood, aiming to deliver real-time readings without the lag associated with traditional interstitial fluid measurements [4]. Strategic Importance - Securing these patents is a significant milestone for Glucotrack, as it establishes competitive barriers and strengthens the company's position in the diabetes management market [4].

Core Insights - Premarket trading is showing notable activity with significant price movements indicating potential investment opportunities before the market opens [1] Group 1: Premarket Gainers - Smart Logistics Global Limited (SLGB) is up 198% at $3.67 [3] - Brand Engagement Network, Inc. (BNAI) is up 67% at $10.29 [3] - Boxlight Corporation (BOXL) is up 56% at $1.96 [3] - Moolec Science SA (MLEC) is up 51% at $6.64 [3] - Anteris Technologies Global Corp. (AVR) is up 15% at $6.63 [3] - Hycroft Mining Holding Corporation (HYMC) is up 10% at $47.20 [3] - Nathan's Famous, Inc. (NATH) is up 8% at $100.94 [3] - Progress Software Corporation (PRGS) is up 6% at $41.05 [3] - LightPath Technologies, Inc. (LPTH) is up 5% at $14.81 [3] - ZenaTech, Inc. (ZENA) is up 5% at $4.33 [3] Group 2: Premarket Losers - Top Wealth Group Holding Limited (TWG) is down 29% at $3.81 [4] - Solo Brands, Inc. (SBDS) is down 21% at $5.25 [4] - GlucoTrack, Inc. (GCTK) is down 19% at $3.07 [4] - Galaxy Payroll Group Limited (GLXG) is down 19% at $2.26 [4] - INVO Fertility, Inc. (IVF) is down 13% at $2.04 [4] - Black Titan Corporation (BTTC) is down 11% at $2.11 [4] - Envirotech Vehicles, Inc. (EVTV) is down 10% at $3.30 [4] - Erasca, Inc. (ERAS) is down 6% at $9.21 [4] - ENDRA Life Sciences Inc. (NDRA) is down 6% at $4.31 [4] - Bonk, Inc. (BNKK) is down 6% at $3.74 [4]

Core Viewpoint - Glucotrack, Inc. has entered into a securities purchase agreement with an institutional investor to raise approximately $4.0 million through the sale of common stock and warrants, aimed at supporting its operations and development of diabetes-related technologies [1][2]. Group 1: Securities Offering - The company will sell 1,033,591 shares of common stock and warrants to purchase up to 2,067,182 shares at an effective combined price of $3.87 per share, resulting in gross proceeds of about $4.0 million before expenses [1]. - The closing of the offering is anticipated to occur on or about December 31, 2025, pending customary closing conditions [2]. - The warrants will have an exercise price of $3.87 per share, will require shareholder approval before being exercisable, and will expire five years from the initial exercise date [1]. Group 2: Use of Proceeds - The net proceeds from the offering are expected to be utilized for working capital and general corporate purposes [2]. Group 3: Company Overview - Glucotrack, Inc. focuses on the design, development, and commercialization of innovative technologies for diabetes management [5]. - The company is developing a long-term implantable continuous blood glucose monitoring system, which features a sensor longevity of three years and minimal calibration requirements [6].

Financial Performance - The company reported a net loss of $4.2 million, or $4.64 per share, for Q3 2025, compared to a net loss of $5.1 million, or $1,092 per share, in Q3 2024, indicating a reduction in net loss attributed to prior year revaluation expenses[9]. - The net loss for the nine-month period ended September 30, 2025, was $15,760,000, up from $12,503,000 in 2024, indicating a 26% increase in losses[23]. - Basic and diluted net loss per share for the nine-month period ended September 30, 2025, was $30.09, compared to $2.868 in 2024[23]. - Comprehensive loss for the nine-month period ended September 30, 2025, was $15,687,000, compared to $12,514,000 in 2024, representing a 25% increase[23]. Research and Development - Research and development expenses for Q3 2025 were $3.2 million, up from $2.1 million in Q3 2024, reflecting increased product and manufacturing development costs for the Glucotrack CBGM product[7]. - For the nine months ended September 30, 2025, research and development expenses totaled $8.2 million, compared to $7.8 million for the same period in 2024, driven by increased development costs for the CBGM product[10]. - Research and development expenses rose to $8,186,000 for the nine-month period ended September 30, 2025, compared to $7,800,000 in 2024, reflecting a 5% increase[23]. Cash and Equity - Cash and cash equivalents as of September 30, 2025, were $7.9 million, an increase from $5.6 million as of December 31, 2024, due to $13.7 million in net proceeds from financing activities[13]. - The company has established an equity line of credit (ELOC) allowing it to sell up to $20 million of common stock to Sixth Borough Capital Fund, LP, with proceeds directed towards repaying a convertible promissory note[3]. - The total stockholders' equity as of September 30, 2025, was $2.75 million, compared to a deficit of $13 million as of December 31, 2024[22]. Operating Expenses - Total operating expenses for the nine-month period ended September 30, 2025, were $12,603,000, an increase of 18% from $10,693,000 in the same period of 2024[23]. - Marketing and general and administrative expenses for the nine months ended September 30, 2025, were $4.4 million, up from $2.9 million in the same period in 2024, primarily due to increased legal and professional fees[11]. - Total operating expenses for the three-month period ended September 30, 2025, were $4,309,000, an increase of 32% from $3,251,000 in the same period of 2024[23]. - The operating loss for the three-month period ended September 30, 2025, was $4,309,000, compared to $3,251,000 in 2024, reflecting a 32% increase[23]. Clinical Studies and Market Interest - The company anticipates submitting its Investigational Device Exemption (IDE) to the FDA in Spring 2026 to initiate a long-term clinical study of the CBGM product[3]. - The company initiated a long-term multicenter feasibility study in Australia to evaluate the CBGM product's performance and safety over an initial period of one year[5]. - The company presented strong interest from endocrinologists in the CBGM product, with 73% of surveyed endocrinologists expressing willingness to prescribe it due to its extended sensor life and potential for greater accuracy[5]. Other Financial Metrics - The change in fair value of derivative liabilities for the nine-month period ended September 30, 2025, was $3,269,000, while there was no change in 2024[23]. - Finance income, net, for the nine-month period ended September 30, 2025, was $(68,000), a significant decrease from $1,822,000 in 2024[23]. - Weighted-average shares used to compute basic and diluted net loss per share increased to 523,833 for the nine-month period ended September 30, 2025, from 4,464 in 2024[23].

Financial Performance - Net loss for Q3 2025 was $4,171, down from $5,087 in Q3 2024, mainly due to prior year revaluation expenses[142] - Net loss for the nine-month period ended September 30, 2025, was $15,760, an increase from $12,503 in the prior-year period, attributed to higher general and administrative expenses and changes in derivative liability[149] - The company has an accumulated deficit of $148,210 as of September 30, 2025, reflecting a history of recurring losses[151] Expenses - General and administrative expenses for Q3 2025 were approximately $1,024, a decrease from $1,063 in Q3 2024, primarily due to reduced board and legal fees[136] - Research and development expenses increased to approximately $3,165 in Q3 2025 from $2,063 in Q3 2024, attributed to product and manufacturing development costs for the Glucotrack CBGM[137] - Research and development expenses increased to approximately $8,186 for the nine-month period ended September 30, 2025, compared to approximately $7,800 for the prior-year period, driven by costs related to the Glucotrack CBGM Product development[144] - Marketing expenses rose to approximately $430 for the nine-month period ended September 30, 2025, up from $295 in the prior-year period, primarily due to increased market research fees[145] Financing Activities - The company sold 206,300 shares at an average price of $18.24 per share in March 2025, generating net proceeds of $3,643[120] - A registered direct offering on February 4, 2025, resulted in the sale of 43,968 shares at $69.00 per share, yielding approximately $2,752 in net proceeds[123] - As of September 30, 2025, there was no remaining capacity available under the ATM Program after selling 414,785 shares at an average price of $10.74 per share[121] - The company anticipates requiring approximately $15.0 million in cash to fund operations over the next twelve months, raising substantial doubt about its ability to continue as a going concern[152] Clinical Development - The company initiated a first-in-human clinical study in Q4 2024, which met all primary and secondary endpoints with a Mean Absolute Relative Difference (MARD) of 7.7% across 122 matched pairs[111] - The company plans to file a pre-investigational device exemption (IDE) submission to the FDA in Spring 2026 for future long-term human clinical trials[113] - The company is committed to advancing its clinical program and intends to implement protocol amendments and product enhancements for the CBGM[112] Other Financial Metrics - Other income increased to $44 for the nine-month period ended September 30, 2025, compared to $12 for the prior-year period[147] - Financing income, net was approximately $68 for the nine-month period ended September 30, 2025, a significant improvement from financing expenses of approximately $1,822 in the prior-year period[148] - The change in derivative liability for the nine-month period ended September 30, 2025, was $3,269, primarily due to adjustments of the estimated fair value of exchanged and repurchased warrants[146] - The company does not have any off-balance sheet agreements[155] Stock Activity - A reverse stock split of 1-for-20 was implemented on February 3, 2025, followed by a 1-for-60 reverse stock split on June 13, 2025[115][117]

Core Insights - Glucotrack, Inc. is advancing its continuous blood glucose monitoring (CBGM) technology and plans to submit an Investigational Device Exemption (IDE) to the FDA in Spring 2026 [1][3] - The company has strengthened its balance sheet and expanded its clinical advisory team, appointing Dr. Usman Latif as a key expert in pain management and medical technology [1][5] Financial Highlights - For Q3 2025, research and development expenses increased to $3.2 million from $2.1 million in Q3 2024, primarily due to higher product and manufacturing development costs [7] - The net loss for Q3 2025 was $4.2 million, or $4.64 per share, compared to a net loss of $5.1 million, or $1,092 per share, in Q3 2024 [9] - For the nine months ended September 30, 2025, the company reported a net loss of $15.8 million, or $30.09 per share, compared to a net loss of $12.5 million, or $2,868 per share, for the same period in 2024 [12] Cash Position - As of September 30, 2025, cash and cash equivalents were $7.9 million, up from $5.6 million at the end of 2024, with a net increase attributed to $13.7 million in financing activities [13] Corporate Developments - The company has initiated a long-term multicenter feasibility study in Australia to evaluate the CBGM product's performance and safety [10] - Glucotrack presented at industry conferences, highlighting strong interest from endocrinologists in the CBGM product, with 73% of surveyed endocrinologists willing to prescribe it [10] - The company is committed to expanding its advisory boards with experts in endocrinology and cardiology to enhance its diabetes management solutions [10]

Financial Data and Key Metrics Changes - The special meeting of stockholders was held to discuss the issuance of shares to Sixborough Capital Fund LP, which may represent more than 20% of the company's issued and outstanding common stock as of the date of the purchase agreement [3] - Approximately 17.6% of the total votes of holders of shares were present, indicating a lack of quorum for transacting business at the meeting [5] Business Line Data and Key Metrics Changes - No specific business line data or key metrics were discussed during the meeting as it was primarily focused on procedural matters and the lack of quorum [6] Market Data and Key Metrics Changes - There were no specific market data or key metrics changes reported during the meeting [6] Company Strategy and Development Direction and Industry Competition - The meeting was focused on the approval of a proposal related to share issuance, which may indicate a strategy to raise capital, but no detailed strategic direction or competitive analysis was provided [3][4] Management's Comments on Operating Environment and Future Outlook - Management did not provide comments on the operating environment or future outlook during this meeting, as it was adjourned due to the absence of a quorum [6] Other Important Information - The special meeting was adjourned permanently due to the lack of quorum, and no further business was conducted [6] Summary of Q&A Session - There were no questions or answers during the meeting as it was primarily procedural and focused on the lack of quorum [6]