Viewbix Inc.
For the period ended Dec 31, 2025. Filed Mar 27, 2026.
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FY2025 · Filed Mar 27, 2026
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) The following documents are filed as exhibits to this report on Form 10-K or incorporated by reference herein. Any document incorporated by reference is identified by a parenthetical reference to the SEC filing that included such document.
Exhibit No. Description
| Exhibit No. | Exhibit Description |
| 3.1 | Amended and Restated Certificate of Incorporation of Viewbix Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 6, 2022) |
| 3.2 | Amended and Restated Bylaws of Viewbix Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed with the SEC on September 20, 2022) |
| 3.3 | Certificate of Amendment to Certificate of Incorporation filed July 15, 2024 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on July 19, 2024) |
| 4.1* | Description of Securities Registered under Section 12 |
| 4.2 | Form of Warrant by and between the Company and Gix Media Ltd., dated July 25, 2019 (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 25, 2019) |
| 4.3 | Form of Warrant by and between the Company and the holders thereto, dated December 7, 2023 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on December 12, 2023) |
| 4.4 | 2017 Employee Incentive Plan (incorporated by reference to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2017, filed with the SEC on April 17, 2018) |
| 4.5 | 2023 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 24, 2023) |
| 4.6 | Form of Stock Subscription Agreement between the Company and the investors set forth therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 21, 2020) |
| 4.7 | Agreement and Plan of Merger, dated December 5, 2021 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 6, 2021) |
| 4.8 | Employment Agreement by and between Viewbix Ltd. and Amihay Hadad, dated February 23, 2023 (incorporated by reference to Exhibit 10.5 to the Company’s Annual Report on Form 10-K filed with the SEC on March 25, 2024) |
| 4.9 | Loan Agreement by and between Viewbix Ltd. and the lenders thereto, dated November 15, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 12, 2023) |
| 4.10 | Form of Securities Purchase Agreement, dated July 3, 2024, by and between Viewbix Inc. and the purchasers parties thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 5, 2024) |
| 4.11 | Form of July 2024 Common Stock Purchase Warrant (incorporated by reference to Exhibit 10.11 to the Company’s Registration Statement on Form S-1 (File No.: 333-281143) filed with the SEC on July 31, 2024) |
| 4.12 | Form of Registration Rights Agreement, dated July 3, 2024, by and between Viewbix Inc. and the purchasers parties thereto (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on July 5, 2024) |
| 4.13 | Form of Amended and Restated Facility Agreement, dated July 22, 2024, by and between Capitalink Ltd. and Viewbix Inc. (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on July 22, 2024) |
| 4.14 | Form of First July 2024 Warrant (incorporated by reference to Exhibit 10.14 to the Company’s Registration Statement on Form S-1 (File No.: 333-281143) filed with the SEC on July 31, 2024) |
| 4.15 | Form of Amended and Restated Facility Agreement, dated July 22, 2024, by and between Viewbix Inc. and the lenders thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 22, 2024) |
| 4.16 | Form of June 2024 Facility Warrants (incorporated by reference to Exhibit 10.16 to the Company’s Registration Statement on Form S-1 (File No.: 333-281143) filed with the SEC on July 31, 2024) |
| 4.17 | Form of June 2024 Lead Lender Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on July 22, 2024) |
| 4.18 | Form of Facility Agreement, dated July 28, 2024, by and between M.R.M. Merhavit Holdings and Management Ltd. and Viewbix Inc. (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on July 30, 2024) |
| 4.19 | Form of Second July 2024 Warrant (incorporated by reference to Exhibit 10.19 to the Company’s Registration Statement on Form S-1 (File No.: 333-281143) filed with the SEC on July 31, 2024) |
| 4.20 | Form of Amended and Restated Securities Exchange Agreement, dated July 31, 2024, by and between Viewbix Inc. and Metagramm Software Ltd. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 31, 2024) |
| 4.21 | Form of Second Amendment, dated July 25, 2024, to the Amended and Restated Facility Agreement, dated July 22, 2024, by and between Capitalink Ltd. and Viewbix Inc. (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 30, 2024) |
| 4.22 | Form of Securities Exchange Agreement, dated March 24, 2025, by and between Viewbix Inc., Metagramm Software Ltd. and the Shareholders of Metagramm Software Ltd. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 24, 2025) |
| 4.23 | Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 14, 2025) |
| 4.24 | Form of Pre-Funded Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 14, 2025) |
| 4.25 | Form of Common Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on July 14, 2025) |
| 4.26 | Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on July 14, 2025) |
| 4.27 | Form of Placement Agent Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed with the SEC on July 14, 2025) |
| 4.28 | Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 5, 2025) |
| 4.29 | Form of Pre-Funded Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on November 5, 2025) |
| 4.30 | Form of Common Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on November 5, 2025) |
| 4.31 | Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on November 5, 2025) |
| 4.32*# | Share Purchase Agreement, dated November 9, 2025, by and between Gix Media Ltd., Cortex Media Group Ltd. (“Cortex”), certain founders of Cortex and Pro Sportority (Israel) Ltd. |
| 4.33 | Form of Securities Exchange Agreement, by and between Viewbix Inc., Quantum X Labs Ltd. and the shareholders of Quantum X Labs Ltd., dated December 15, 2025 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 15, 2025) |
| 4.34 | Form of Pre-Funded Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on December 15, 2025) |
| 4.35 | Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 2, 2026) |
| 4.36 | Form of Pre-Funded Warrant (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on January 2, 2026) |
| 4.37 | Form of Common Warrant (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on January 2, 2026) |
| 4.38 | Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on January 2, 2026) |
| 4.39 | Employment Agreement by and between Viewbix Ltd. and Shahar Marom, dated June 28, 2022 (incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 24, 2023) |
| 19.1 | Insider Trading Compliance Policy (incorporated by reference to Exhibit 19.1 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 21, 2025) |
| 21.1* | Subsidiaries of the Company |
| 23.1 | Consent of Brightman Almagor Zohar & Co., a Firm in the Deloitte Global Network, an independent registered public accounting firm |
| 31.1* | Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer |
| 31.2* | Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer |
| 32.1* | Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer |
| 32.2* | Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer |
| 97.1 | Executive Officer Clawback Policy (incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 21, 2025) |
| 101.INS* | Inline XBRL Instance Document |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) |
| * | Filed herewith. |
|---|---|
| # | Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned.
| VIEWBIX INC. | ||
| Date: March 27, 2026 | By: | /s/ Amihay Hadad |
|---|---|---|
| Amihay Hadad | ||
| Chief Executive Officer | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on this 26 th day of March, 2026 by the following persons on behalf of the registrant and in the capacities indicated, including a majority of the directors.
| Signature | Title |
|---|---|
| /s/ Amihay Hadad | Chief Executive Officer and Director |
| Amihay Hadad | (Principal Executive Officer) |
| /s/ Shahar Marom | Chief Financial Officer |
| Shahar Marom | (Principal Financial and Accounting Officer) |
| /s/ Eliyahu Yoresh | Chairman of the Board of Directors |
| Eliyahu Yoresh | |
| /s/ Amitay Weiss | Director |
| Amitay Weiss | |
| /s/ Alon Dayan | Director |
| Alon Dayan | |
| /s/ Kineret Tzedef | Director |
| Kineret Tzedef | |
| /s/ Ronen Rosenbloom | Director |
| Ronen Rosenbloom | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.