Glucotrack, Inc.
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
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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.
Sep 30, 2025 · Filed Nov 13, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001493152-25-011981
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001493152-25-022299
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 84 previous paragraphs and 86 current paragraphs.
61 unchanged; 18 reworded; 7 added; 5 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 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 (7)
Current report
We have initiated a long-term clinical study outside the United States to evaluate the CBGM product performance and safety over an initial period of one (1) year. The first phase of the clinical study provided early product learnings about how the complexity of certain health conditions may impact study eligibility. Consequently, we are undertaking certain protocol amendments to refine participant selection criteria before enrolling additional participants. In parallel, we intend to implement certain product improvements. We are committed to advancing our clinical program and intend to proceed swiftly with the relevant protocol amendments and product enhancements, subject to approval by the institutional review board.
Current report
Promissory Note
Current report
On September 12, 2025, we entered into a Note Purchase Agreement, with an investor, pursuant to which we issued a Promissory Note to the Investor in the principal amount of $3,600,000 for a purchase price of $3,000,000.
Current report
General and administrative expenses were approximately $1,024 for the three-month period ended September 30, 2025, as compared to approximately $1,063, for the prior-year period. The decrease is primarily attributable to reduced board of director and legal fees, offset by increased professional fees, and personnel costs.
Current report
Other income was $136 for the three-month period ended September 30, 2025, as compared to $12 for the prior-year period. The increase was due to the receipt of a non-recurring research grant.
Current report
Other income was $44 for the nine-month period ended September 30, 2025, as compared to $12 for the prior-year period.
Current report
Financing income, net was approximately $68 for the nine-month period ended September 30, 2025, as compared to financing expense of approximately $1,822 for the prior-year period. This increase was primarily due to $1,505 in revaluation expenses incurred from settlement of financial liabilities and $330 in discount amortization and interest expenses recognized in the prior-year period.
Removed paragraphs (5)
Previous report
We are preparing for a long-term clinical study outside the United States to evaluate the device’s performance and safety over an initial period of 1 year. We obtained regulatory approval during the second quarter 2025 and patient enrollment is expected to begin in the third quarter of 2025.
Previous report
Other expense was $96 for the three-month period ended June 30, 2025. The increase was due to the $95 loss from the Series A Warrant repurchase.
Previous report
General and administrative expenses were approximately $2,963 for the six-month period ended June 30, 2025, as compared to approximately $1,535, for the prior-year period. The increase is primarily attributable to increased legal and professional fees, personnel costs.
Previous report
Other expense was $92 for the six-month period ended June 30, 2025. The increase was primarily due to the $95 loss from the Series A Warrant repurchase.
Previous report
Financing income, net was $66 for the six-month period ended June 30, 2025, as compared to financing income of $29 for the prior-year period. The increase is attributable to interest income received during the period.
Reworded paragraphs (18)
Previous wording
This Quarterly Report on Form 10-Q contains forward-looking statements. These forward-looking statements include statements about our expectations, beliefs or intentions regarding our product development efforts, business, financial condition, results of operations, strategies and prospects. All statements other than statements of historical fact included in this Quarterly Report on Form 10-Q, including statements regarding our future activities, events or developments, including such things as future revenues, capital raising and financing, product development, clinical trials, regulatory approval, market acceptance, responses from competitors, capital expenditures (including the amount and nature thereof), business strategy and measures to implement strategy, competitive strengths, goals, expansion and growth of our business and operations, plans, references to future success, projected performance and trends, and other such matters, are forward-looking statements. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “plan,” “may,” “will,” “could,” “would,” “should” and other similar words and phrases, are intended to identify forward-looking statements. The forward-looking statements made in this Quarterly Report on Form 10-Q are based on certain historical trends, current conditions and expected future developments as well as other factors we believe are appropriate in the circumstances. These statements relate only to events as of the date on which the statements are made and we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. All of the forward-looking statements made in this Quarterly Report on Form 10-Q are qualified by these cautionary statements and there can be no assurance that the actual results anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Whether actual results will conform to our expectations and predictions is subject to a number of risks and uncertainties that may cause actual results to differ materially. Risks and uncertainties, the occurrence of which could adversely affect our business, include the risks identified under the caption “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2024. The following discussion should be read in conjunction with the condensed consolidated financial statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q.
Current wording
This Quarterly Report on Form 10-Q (the “Quarterly Report”) contains forward-looking statements. These forward-looking statements include statements about our expectations, beliefs or intentions regarding our product development efforts, business, financial condition, results of operations, strategies and prospects. All statements other than statements of historical fact included in this Quarterly Report, including statements regarding our future activities, events or developments, including such things as future revenues, capital raising and financing, product development, clinical trials, regulatory approval, market acceptance, responses from competitors, capital expenditures (including the amount and nature thereof), business strategy and measures to implement strategy, competitive strengths, goals, expansion and growth of our business and operations, plans, references to future success, projected performance and trends, and other such matters, are forward-looking statements. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “plan,” “may,” “will,” “could,” “would,” “should” and other similar words and phrases, are intended to identify forward-looking statements. The forward-looking statements made in this Quarterly Report are based on certain historical trends, current conditions and expected future developments as well as other factors we believe are appropriate in the circumstances. These statements relate only to events as of the date on which the statements are made and we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. All of the forward-looking statements made in this Quarterly Report are qualified by these cautionary statements and there can be no assurance that the actual results anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Whether actual results will conform to our expectations and predictions is subject to a number of risks and uncertainties that may cause actual results to differ materially. Risks and uncertainties, the occurrence of which could adversely affect our business, include the risks identified under the caption “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”). The following discussion should be read in conjunction with the condensed consolidated financial statements and the notes thereto included in Item 1 of this Quarterly Report.
Previous wording
During the second quarter 2025, we initiated discussions with the Food & Drug Administration (“FDA”) in preparations for a pre-investigational device exemption (“IDE”) submission. The discussions pertain to the protocol study design and related requirements to secure IDE approval for future long-term human clinical trials in the United States. We expects to file the IDE submission to the FDA during the fourth quarter of 2025.
Current wording
During the second quarter 2025, we initiated discussions with the Food & Drug Administration (“FDA”) in preparations for a pre-investigational device exemption (“IDE”) submission. The discussions pertain to the protocol study design and related requirements to secure IDE approval for future long-term human clinical trials in the United States. We remain in active review with the FDA to accommodate their requirements and expects to file the IDE submission to the FDA during the Spring of 2026.
Previous wording
On June 30, 2025, we repurchased 49,668 Series A Warrants from existing warrant holders for $160. The fair value of the Series A Warrants on the date of exercise was $65, resulting in a loss on repurchase of $95.
Current wording
During the nine months ended September 30, 2025, we repurchased 51,529 of its Series A Warrants form existing warrant holders for $166. The fair value of the Series A Warrants on the date of exercise was $67, resulting in a loss on repurchase of $99.
Previous wording
The following discussion of our operating results explains material changes in our results of operations for the three and six months ended June 30, 2025 compared with the same periods ended June 30, 2024. The discussion should be read in conjunction with the financial statements and related notes included elsewhere in this report.
Current wording
The following discussion of our operating results explains material changes in our results of operations for the three and nine months ended September 30, 2025 compared with the same periods ended September 30, 2024. The discussion should be read in conjunction with the financial statements and related notes included elsewhere in this report.
Previous wording
Research and development expenses were approximately $3,150 for the three-month period ended June 30, 2025, as compared to approximately $3,589 for the prior-year period. The decrease is attributable to a reduction in product and manufacturing costs we accrued during the period related to the development of the Glucotrack CBGM model.
Current wording
Research and development expenses were approximately $3,165 for the three-month period ended September 30, 2025, as compared to approximately $2,063 for the prior-year period. The increase is attributable to product and manufacturing development costs we accrued during the period related to the development of the Glucotrack CBGM Product.
Previous wording
Marketing expenses were approximately $310 for the six-month period ended June 30, 2025, as compared to $170 for the prior-year period. This increase is primarily attributable to increased market research fees and personnel costs.
Current wording
Marketing expenses were approximately $120 for the three-month period ended September 30, 2025, as compared to $125 for the prior-year period. The decrease is primarily attributable to a reduction in market research fees.
Previous wording
Change in derivative liability for the three months ended June 30, 2025, was a decrease of $107. The change is primarily due to adjustments of the estimated fair value of the remaining 4,368 Series A and Series B Warrants.
Current wording
Change in derivative liability for the three months ended September 30, 2025, was less than $1.0.
Previous wording
Financing income, net was approximately $29 for the three-month period ended June 30, 2025, as compared to financing income of approximately $2 for the prior-year period. The increase is attributable to interest income received during the period.
Current wording
Financing income, net was approximately $2 for the three-month period ended September 30, 2025, as compared to financing expense of approximately $1,848 for the prior-year period. This increase was primarily due to $1,505 in revaluation expenses incurred from settlement of financial liabilities and $330 in discount amortization and interest expenses recognized in the prior-year period.
Previous wording
Net loss was $4,756 for the three-month period ended June 30, 2025, as compared to $4,489 for the prior-year period. The increase in net loss is primarily attributed to the increase in general and administrative expenses and the loss from the Series A Warrant repurchase, as described above.
Current wording
Net loss was $4,171 for the three-month period ended September 30, 2025, as compared to $5,087 for the prior-year period. The reduction in net loss is primarily attributed to the prior year revaluation expenses, discussed above, offset by the current year increase in research and development expense.
Previous wording
Consolidated Results of Operations for the Six Months ended June 30, 2025 and 2024
Current wording
Consolidated Results of Operations for the Nine Months ended September 30, 2025 and 2024
Previous wording
General and administrative expenses were approximately $1,464 for the three-month period ended June 30, 2025, as compared to approximately $802, for the prior-year period. The increase is primarily attributable to increased legal and professional fees, and personnel costs.
Current wording
General and administrative expenses were approximately $3,987 for the nine-month period ended September 30, 2025, as compared to approximately $2,598, for the prior-year period. The increase is primarily attributable to increased legal and professional fees, and personnel costs.
Previous wording
Research and development expenses were approximately $5,021 for the six-month period ended June 30, 2025, as compared to approximately $5,737 for the prior-year period. The decrease is attributable to a reduction in product and manufacturing costs we accrued during the period related to the development of the Glucotrack CBGM model.
Current wording
Research and development expenses were approximately $8,186 for the nine-month period ended September 30, 2025, as compared to approximately $7,800 for the prior-year period. The increase is attributable to product and manufacturing development costs we accrued during the period related to the development of the Glucotrack CBGM Product.
Previous wording
Marketing expenses were approximately $182 for the three-month period ended June 30, 2025, as compared to $100 for the prior-year period. This increase is primarily attributable to increased market research fees.
Current wording
Marketing expenses were approximately $430 for the nine-month period ended September 30, 2025, as compared to $295 for the prior-year period. This increase is primarily attributable to increased market research fees.
Previous wording
Change in derivative liability for the six months ended June 30, 2025, was a decrease of $3,269. The change is primarily due to adjustments of the estimated fair value of the remaining 4,368 Series A and Series B Warrants.
Current wording
Change in derivative liability for the nine-month period ended September 30, 2025, was a $3,269. The change is primarily due to adjustments of the estimated fair value of the exchanged and repurchased warrants, as well as the outstanding 2,518 Series A and Series B Warrants.
Previous wording
Net loss was $11,589 for the six-month period ended June 30, 2025, as compared to $7,416 for the prior-year period. The increase in net loss is primarily attributed to the increase in general and administrative expenses and the fair value change of the derivative liability, as described above.
Current wording
Net loss was $15,760 for the nine-month period ended September 30, 2025, as compared to $12,503 for the prior-year period. The increase in net loss is primarily attributed to the increase in general and administrative expenses and the fair value change of the derivative liability, as described above.
Previous wording
As of June 30, 2025, we had $9,555 in cash and cash equivalents compared with $5,627 in cash, cash equivalents and restricted cash as of December 31, 2024. The net increase in cash and cash equivalents was attributable to the $10,555 of net proceeds received from financing activities offset by cash used in operating and investing activities of $6,693.
Current wording
As of September 30, 2025, we had $7,869 in cash and cash equivalents compared with $5,627 in cash, cash equivalents and restricted cash as of December 31, 2024. The net increase in cash and cash equivalents was attributable to the $13,549 of net proceeds received from financing activities offset by cash used in operating and investing activities of $11,380.
Previous wording
We have a history of recurring losses, and as of June 30, 2025, we have an accumulated deficit of $144,039. During the six months ended June 30, 2025, we recorded a net loss of $11,589. Our primary requirements for liquidity have been to fund product and clinical development activities and to satisfy our general corporate and working capital needs.
Current wording
We have a history of recurring losses, and as of September 30, 2025, we have an accumulated deficit of $148,210. During the nine-months ended September 30, 2025, we recorded a net loss of $15,760. Our primary requirements for liquidity have been to fund product and clinical development activities and to satisfy our general corporate and working capital needs.
Previous wording
The summary of our significant accounting policies is included under Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 31, 2025. An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have been used, or if changes in the estimate that are reasonably possible could materially impact the financial statements. There have been no material changes to the critical accounting policies and estimates as filed in such report.
Current wording
The summary of our significant accounting policies is included under Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report. An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have been used, or if changes in the estimate that are reasonably possible could materially impact the financial statements. There have been no material changes to the critical accounting policies and estimates as filed in such report.