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Raphael Pharmaceutical Inc.

For the period ended Sep 30, 2025. Filed Nov 13, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 13, 2025

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What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-13.

0001213900-25-075662

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-13.

0001213900-25-109968

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 74 previous paragraphs and 74 current paragraphs.

54 unchanged; 18 reworded; 2 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 7 previous and 7 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

Nine months ended September 30, 2025 compared to the nine months ended September 30, 2024

Current report

During June 2025 and the third quarter of 2025, we obtained several loans in the amount of $38,384 from the Company’s CEO. The loans do not bear any interest and will be repaid once the Company has sufficient funds.
Removed paragraphs (2)
Reworded paragraphs (18)

Previous wording

We had no revenues during the three months ended June 30, 2025, and June 30, 2024.

Current wording

Revenues. We had no revenue during the three months ended September 30, 2025, and September, 2024.

Previous wording

Research and Development Expenses. Our research and development expenses totaled $141,000 for the three months ended June 30, 2025, representing an increase of $117,000, or 588%, compared to $24,000 for the three months ended June 30, 2024. The increase was primarily attributable to increase in chief Technology Officer service expenses and expenses due to the Company’s research agreement with Rambam. (as defined below)

Current wording

Research and Development Expenses. Our research and development expenses totaled $73,000 for the three months ended September 30, 2025, representing a decrease of $89,000, or 55%, compared to $162,000 for the three months ended September 30, 2024. The decrease was primarily attributable to expenses due to the Company’s research agreement with Rambam.

Previous wording

General and Administrative Expenses. Our general and administrative expenses totaled $527,000 for the six months ended June 30, 2025, representing an increase of $134,000, or 35%, compared to $393,000 for the six months ended June 30, 2024. The increase was primarily due to increase in professional services.

Current wording

General and Administrative Expenses. Our general and administrative expenses totaled $178,000 for the three months ended September 30, 2025, representing an increase of $21,000, or 13%, compared to $157,000 for the three months ended September 30, 2024. The increase was primarily due to increase in professional services paid to related parties.

Previous wording

Operating Loss. Our operating loss totaled $315,000 for the three months ended June 30, 2025, representing an increase of $66,000, or 27%, compared to $249,000 for the three months ended June 30, 2024. The increase was primarily due to the increase in our research and development expenses and in our general and administrative expenses.

Current wording

Operating Loss. Our operating loss totaled $251,000 for the three months ended September 30, 2025, representing a decrease of $68,000, or 21%, compared to $319,000 for the three months ended September 30, 2024. The decrease was primarily due to the decrease in our research and development expenses.

Previous wording

*Financial income, net.*We recognized financial expense, net, of $6,000 for the three months ended June 30, 2025, representing an increase of $7,000, or 700%, compared to financial income, net of $1,000 for the three months ended June 30, 2024. The increase was primarily due to a risk premium expense of a loan from a related party and exchange differences.

Current wording

*Financial expense, net.*We recognized financial expense, net, of $4,000 for the three months ended September 30, 2025, representing a decrease of $3,000, or 43%, compared to financial expense, net of $7,000 for the three months ended September 30, 2024. The increase was primarily due to exchange differences.

Previous wording

Net Loss. As a result of the foregoing, our net loss totaled $322,000 for the three months ended June 30, 2025, representing an increase of $74,000, or 30%, compared to $248,000 for the three months ended June 30, 2024. The increase was primarily due to increase in our research and development expenses and in our general and administrative expenses.

Current wording

Net Loss. As a result of the foregoing, our net loss totaled $255,000 for the three months ended September 30, 2025, representing a decrease of $71,000, or 22%, compared to $326,000 for the three months ended September 30, 2024. The decrease was primarily due to the decrease in our research and development expenses.

Previous wording

Revenues. We had no revenues during the six months ended June 30, 2025 and June 30, 2024.

Current wording

Revenues. We had no revenue during the nine months ended September 30, 2025 and September 30, 2024.

Previous wording

Research and Development Expenses. Our research and development expenses totaled $213,000 for the six months ended June 30, 2025, representing a decrease of $190,000, or 47%, compared to $403,000 for the six months ended June 30, 2024. The decrease was primarily attributable to decrease in expenses and expenses related to the research agreement with Rambam (as defined below).

Current wording

Research and Development Expenses. Our research and development expenses totaled $286,000 for the nine months ended September 30, 2025, representing a decrease of $279,000, or 49%, compared to $565,000 for the nine months ended September 30, 2024. The decrease was primarily attributable to decrease in expenses related to the research agreement with Rambam.

Previous wording

General and Administrative Expenses. Our general and administrative expenses totaled $174,000 for the three months ended June 30, 2025, representing a decrease of $51,000, or 23%, compared to $225,000 for the three months ended June 30, 2024. The increase was primarily due to decrease in professional services in the second quarter of 2025.

Current wording

General and Administrative Expenses. Our general and administrative expenses totaled $705,000 for the nine months ended September 30, 2025, representing an increase of $155,000, or 28%, compared to $550,000 for the nine months ended September 30, 2024. The increase was primarily due to increase in professional services paid to related parties.

Previous wording

Operating Loss. Our operating loss totaled $740,000 for the six months ended June 30, 2025, representing a decrease of $56,000, or 7%, compared to $796,000 for the six months ended June 30, 2024. The decrease was due to the decrease in our research and development expenses offset by the increase in our general and administrative expenses.

Current wording

Operating Loss. Our operating loss totaled $991 for the nine months ended September 30, 2025, representing a decrease of $124,000, or 11%, compared to $1,115,000 for the nine months ended September 30, 2024. The decrease was due to the decrease in our research and development expenses offset by the increase in our general and administrative expenses.

Previous wording

*Financial Expense, net.*We recognized financial expense, net of $11,000 for the six months ended June 30, 2025, representing an increase of $9,000, or 550%, compared to $2,000 for the six months ended June 30, 2024. The increase was primarily due to a risk premium expense of a loan from a related party and exchange differences.

Current wording

*Financial Expense, net.*We recognized financial expenses, net of $15,000 for the nine months ended September 30, 2025, representing an increase of $6,000, or 66%, compared to $9,000 for the nine months ended September 30, 2024. The increase was primarily due to a risk premium expense loan from a related party and exchange differences.

Previous wording

Net Loss. As a result of the foregoing, our net loss totaled $751,000 for the six months ended June 30, 2025, representing an decrease of $47,000, or 6%, compared to $798,000 for the six months ended June 30, 2024. The increase was primarily due to the decrease in our research and development expenses offset by the increase in our general and administrative expenses.

Current wording

Net Loss. As a result of the foregoing, our net loss totaled $1,006,000 for the nine months ended September 30, 2025, representing a decrease of $118,000, or 10%, compared to $1,124,000 for the nine months ended September 30, 2024. The decrease was primarily due to the decrease in our research and development expenses offset by the increase in our general and administrative expense.

Previous wording

Since inception, we have funded our operations primarily through our founder’s capital and capital received from Easy Energy, Inc. As of June 30, 2025, we had $20,000 in cash and cash equivalents, and have invested most of our available cash funds in ongoing cash accounts.

Current wording

Since inception, we have funded our operations primarily through our founder’s capital and capital received from Easy Energy, Inc. As of September 30, 2025, we had $3,000 in cash and cash equivalents, and have invested most of our available cash funds in ongoing cash accounts.

Previous wording

Net cash used in operating activities was $239,000 for the six months period ended June 30, 2025, compared with net cash used in operating activities of $390,000 for the corresponding period in 2024. The $151,000 decrease in the net cash used in operating activities during the six months period ended June 30, 2025, compared to the same period in 2024, was primarily due to an increase in share-based compensation for the period in the amount of $144,000.

Current wording

Net cash used in operating activities was $256,000 for the nine months period ended September 30, 2025, compared with net cash used in operating activities of $470,000 for the corresponding period in 2024. The decrease in the net cash used in operating activities during the nine months period ended September 30, 2025, compared to the same period in 2024, was primarily due to an increase in share-based payment in exchange for services.

Previous wording

There was no net cash used in investing activities for the six months period ended June 30, 2025 and for the same period in 2024.

Current wording

There was no net cash used in investing activities for the nine months period ended September 30, 2025 and for the same period in 2024.

Previous wording

Net cash provided by financing activities for the six months period ended June 30, 2025 was $240,000 compared to $280,000 for the same period in 2024. The decrease in net cash provided by financing activities during the six months period ended June 30, 2025 compared to the corresponding period in 2024 was mainly due to a decrease in funds received from issuance of shares and warrants.

Current wording

Net cash provided by financing activities for the nine months period ended September 30, 2025 was $240,000 compared to $280,000 for the same period in 2024. The decrease in net cash provided by financing activities during the nine months period ended September 30, 2025 compared to the corresponding period in 2024 was mainly due to a decrease in funds from issuance of shares and warrants.

Previous wording

In December 2024, we obtained a loan in the amount of NIS150,000 ($41,000 as of June 30, 2025) from Shanti Gems International Investments Ltd., a company owned by Mr. Ajay Kumar Dhadha, a director and chairman of our Board. The loan bears an interest in an annual rate of 12% and is due on December 2025.

Current wording

In December 2024, we obtained a loan in the amount of NIS150,000 ($41,000 as of September 30, 2025) from Shanti Gems International Investments Ltd., a company owned by Mr. Ajay Kumar Dhadha, a director and chairman of our Board. The loan bears an interest in an annual rate of 12% and is due in December 2025.

Previous wording

As of June 30, 2025, our cash and cash equivalents were $20,000. We believe that our existing cash and cash equivalents will not be sufficient to fund our projected cash requirements through the third quarter of 2025.Therefore, we will require significant additional financing in the near future to fund our operations. We currently anticipate that we will require approximately $700,000 for research and development activities over the course of the next 12 months. We also anticipate that we will require approximately $500,000 for capital expenditures over such 12-month period, which consists primarily of expenditures for clinical trials and general Company operating costs.

Current wording

As of September 30, 2025, our cash and cash equivalents were $3,000. We believe that our existing cash and cash equivalents will not be sufficient to fund our projected cash requirements through the fourth quarter of 2025. Therefore, we will require significant additional financing in the near future to fund our operations. We currently anticipate that we will require approximately $500,000 for research and development activities over the course of the next 12 months. We also anticipate that we will require approximately $300,000 for capital expenditures over such 12-month period, which consists primarily of expenditures for clinical trials and general Company operating costs.