ACTELIS NETWORKS INC
For the period ended Mar 31, 2026. Filed May 14, 2026.
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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.
Mar 31, 2026 · Filed May 14, 2026
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Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Repurchase of Equity Securities
On November 17, 2022, the Company’s Board authorized the Repurchase Program pursuant to which we may repurchase up to $1.0 million of outstanding shares of our common stock. The Board authorized us to purchase our common stock from time to time on a discretionary basis through open market or private transactions, through block trades, and pursuant to any trading plan that may be adopted in accordance with Rule 10b-18 of the Exchange Act, and other applicable legal requirements. On March 18, 2026, the Board authorized an expansion of the Repurchase Program, such that the maximum aggregate purchase price under the program will now be $1.5 million.
Repurchases under the Repurchase Program will be made at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and our financial performance. The Repurchase Program may be suspended, terminated or modified at any time for any reason, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The Repurchase Program does not obligate us to purchase any particular number of shares.
The share repurchases during the first quarter of fiscal 2026 resulted in the Company utilizing approximately $1.0 million that was authorized under the Repurchase Program.
Share repurchase activity under the Repurchase Program, on a trade date basis, for each fiscal month in the quarter ended March 31, 2026, was as follows:
| Period by fiscal month | Total number of shares repurchased | Average price paid per share (in dollars) (1) | Total number of shares repurchased as part of publicly announced plans or programs (2) | Approximate dollar value of shares that may yet be purchased under the plans or programs (in dollars) |
|---|---|---|---|---|
| January 1, 2026 – January 31, 2026 | - | - | - | - |
| February 1, 2026 – February 28, 2026 | - | - | - | - |
| March 1, 2026 – March 31, 2026 | 2,674,709 | $0.35 | 2,674,709 | 461,028 |
| Total | 2,674,709 | 2,674,709 |
(1) Average price paid per share includes costs associated with the repurchases, except for the cost of any associated excise tax.
(2) All share repurchases were made under the $1.5 million repurchase program approved on November 17, 2022.
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