{"url_path":"/sec/gctk/8-k/2026-07-15/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-15","source_url":"https://www.sec.gov/Archives/edgar/data/1506983/0001493152-26-033393-index.html","accession_number":"0001493152-26-033393","cik":"0001506983","ticker":"GCTK","issuer_name":"Glucotrack, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1506983/0001493152-26-033393-index.html","primary_entity_key":"0001506983","primary_entity_name":"Glucotrack, Inc."},"word_count":949,"has_tables":true,"body_markdown":"**Item 8.01 Other Events.**\n\n \n\nBased\non the foregoing transactions, as of the date of the filing of this Current Report on Form 8-K, the Acquiror believes it has stockholders’\nequity in excess of the $2.5 million stockholders’ equity requirement for continued listing on The Nasdaq Capital Market. The Company\nis awaiting Nasdaq’s formal determination that it has evidenced compliance with the minimum stockholders’ equity rule and\nintends to provide an update upon receipt of such determination.\n\n \n\n**Additional\nInformation and Where to Find It**\n\n \n\nIn\nconnection with the Transactions and the Proposals, the Acquiror intends to file with the SEC the Proxy Statement, in preliminary and\ndefinitive form, and the Acquiror will file other documents regarding the Transactions and the Proposals with the SEC. INVESTORS AND\nSECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT, AS MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS\nFILED BY THE ACQUIROR WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE ACQUIROR, THE COMPANY, THE TRANSACTIONS,\nTHE PROPOSALS AND THE RISKS RELATED THERETO AND RELATED MATTERS.\n\n \n\nThe\nDefinitive Proxy Statement will be mailed to stockholders of the Acquiror. Investors will be able to obtain free copies of the Proxy\nStatement, as may be amended from time to time, and other relevant documents filed by the Acquiror with the SEC (when they become available)\nthrough the website maintained by the SEC at www.sec.gov. Copies of documents filed with the SEC by the Acquiror, including the Proxy\nStatement (when available), will be available free of charge from Acquiror’s website at www.glucotrack.com under the “Investors”\ntab.\n\n \n\n**Forward-Looking\nStatements**\n\n \n\nAll\nstatements, other than statements of historical fact, included in this report that address activities, events or developments that the\nAcquiror expects, believes or anticipates will or may occur in the future are forward-looking statements. Words such as “estimate,”\n“project,” “predict,” “believe,” “expect,” “anticipate,” “potential,”\n“create,” “intend,” “could,” “would,” “may,” “plan,” “will,”\n“guidance,” “look,” “goal,” “future,” “build,” “focus,” “continue,”\n“strive,” “allow” or the negative of such terms or other variations thereof and words and terms of similar substance\nused in connection with any discussion of future plans, actions, or events identify forward-looking statements. However, the absence\nof these words does not mean that the statements are not forward-looking.\n\n \n\n \n\n \n\n \n\nThese\nforward-looking statements include, but are not limited to, statements regarding the Transaction, (including the Merger and related post-closing\nactions), the Bridge Financing (and related post-closing actions), the Private Placement Offering and other financing activities, the\nConversion, the post-Transaction company and its operations, strategies and plans, integration of businesses, governance changes, debt\nlevels and leverage ratio, capital expenditures, cash flows and anticipated uses thereof, synergies, opportunities and anticipated future\nperformance, including the management team and board of directors of the post-Transaction company, expected use of proceeds from the\nPrivate Placement Offering and other financing activities, and any future acquisitions.\n\n \n\nThere\nare a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included\nin this report. These include the risk that the Acquiror and the Company’s businesses will not be integrated successfully, synergies\nand growth from the Transactions may not be fully realized or may take longer to realize than expected; potential adverse reactions or\nchanges to business or employee relationships, including those resulting from the announcement or completion of the Transactions; failure\nto obtain or maintain required listing approvals or satisfy Nasdaq continued listing standards; the risk that Nasdaq may not confirm\nthat the Acquiror has satisfied the minimum stockholders’ equity requirement for continued listing or that the Acquiror’s\ncurrent assessment of its stockholders’ equity position may prove incorrect; failure to obtain the Acquiror Stockholder Approvals\nor Trading Market Approval in a timely manner or at all, which could delay or prevent the Conversion; inability to consummate planned\nfinancings, including the Private Placement Offering, on acceptable terms or within expected timeframes or at all; the risk that changes\nin the Acquiror’s capital structure and governance following the Transactions could have adverse effects on the market value of\nits securities; the ability of the Acquiror and the Surviving Corporation to retain customers and retain and hire key personnel and maintain\nrelationships with their suppliers and customers and on the Acquiror and the Surviving Corporation’s operating results and business\ngenerally; the risk the Transactions could distract management from ongoing business operations or cause the Acquiror or the Surviving\nCorporation to incur substantial costs; the risk that the Acquiror may be unable to reduce expenses or access financing or liquidity;\nthe impact of any related economic downturn; the risk of changes in governmental regulations or enforcement practices; and other important\nfactors that could cause actual results to differ materially from those projected. All such factors are difficult to predict and are\nbeyond the Acquiror and the Company’s control, including those detailed in the Acquiror’s Annual Reports on Form 10-K, Quarterly\nReports on Form 10-Q, Current Reports on Form 8-K, and such other documents of the Acquiror filed, or to be filed, with the SEC that\nare or will be available on the Acquiror’s website at www.glucotrack.com and on the website of the SEC at www.sec.gov. All forward-looking\nstatements are based on assumptions that the Acquiror and the Company believe to be reasonable but that may not prove to be accurate.\nAny forward-looking statement speaks only as of the date on which such statement is made, and neither the Acquiror nor the Company undertakes\nany obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise,\nexcept as required by applicable law. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak\nonly as of the date hereof."}