UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On July 21, 2026, My Size, Inc. (the “Company”) held the 2026 annual meeting of the Company’s stockholders (the “Annual Meeting”) for the following purposes: (1) to elect two Class II directors, (2) to hold an advisory vote on the compensation of the Company’s named executive officers named in the Company’s proxy statement, (3) to grant discretionary authority to the Company’s board of directors (the “Board”) to (i) amend the Company’s Amended and Restated Certificate of Incorporation, as amended (the “Charter”), to effect one or more reverse stock splits of the Company’s issued and outstanding common stock at a ratio ranging from 1-for-2 to 1-for-30 (the “Reverse Stock Split”), and (ii) determine the treatment of fractional shares resulting from the Reverse Stock Split, provided that the aggregate Reverse Stock Split ratio shall not exceed 1-for-30 and any Reverse Stock Split shall be effected by no later than July 21, 2027, (4) to approve an amendment to the Charter to authorize the issuance of blank check preferred stock, and (5) to ratify the appointment of Somekh Chaikin as the Company’s independent public accountant for the fiscal year ending December 31, 2026. A total of 2,023,301 shares of common stock, constituting a quorum, were represented in person or by valid proxies at the Annual Meeting.
The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on June 2, 2026.
Proposal 1. Election of two Class II directors to serve on the Board for a term of three years or until their successors are elected and qualified:
| Nominee | For | Withheld | Broker Non-Votes | |||
| Oron Branitzky | 1,072,235 | 69,171 | 881,895 | |||
| Guy Zimmerman | 1,071,940 | 69,466 | 881,895 |
Proposal 2. An advisory vote on the compensation of the Company’s named executive officers named in the Company’s proxy statement:
| For | Against | Abstain | Broker Non-Votes | |||
| 968,586 | 107,271 | 65,549 | 881,895 |
Proposal 3. Grant discretionary authority to the Board to (i) amend the Charter, to effect one or more Reverse Stock Splits; and (ii) determine the treatment of fractional shares resulting from the Reverse Stock Split, provided that the aggregate Reverse Stock Split ratio shall not exceed 1-for-30 and any Reverse Stock Split shall be effected by no later than July 21, 2027:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,747,285 | 271,826 | 4,190 | - |
Proposal 4. Approval of an amendment to the Charter to authorize the issuance of blank check preferred stock (the “Blank Check Preferred Stock Proposal”):
| For | Against | Abstain | Broker Non-Votes | |||
| 1,025,885 | 113,208 | 2,313 | 881,895 |
The Blank Check Preferred Stock Proposal was not approved as the proposal did not receive the affirmative vote of a majority of the outstanding shares of the Company’s common stock entitled to vote thereon.
Proposal 5. Ratification of the appointment of Somekh Chaikin as the Company’s independent public accountant for the fiscal year ending December 31, 2026:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,901,844 | 112,554 | 8,904 | - |
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MY SIZE, INC. | ||
| Date: July 21, 2026 | By: | /s/ Ronen Luzon |
| Name: | Ronen Luzon | |
| Title: | Chief Executive Officer | |