NOTE 13 - SUBSEQUENT EVENTS:

Approvals by extraordinary general meeting

On July 13, 2026, the Company initially held an extraordinary general meeting, which was adjourned due to the absence of a quorum. On July 20, 2026, the Company reconvened the extraordinary general meeting, at which the Company's shareholders approved, via ordinary resolutions, each of the following two proposals:

(i)

The approval of the exercisability of (a) 399,020 aggregate Series C ordinary warrants and Series D ordinary warrants to purchase up to 399,020 ordinary shares at an exercise price of $5.00 per ordinary share, and (b) 13,966 placement agent warrants to purchase up to 13,966 ordinary shares at an exercise price of $6.25 per ordinary share, issued pursuant to the induced warrant exercise transaction completed on May 18, 2026, as adjusted to reflect the Company's May 2026 reverse share split.

(ii)

An increase in the authorized share capital of the Company by 10,000,000 ordinary shares, from $796.5 divided into 5,900,000 ordinary shares of a par value of $0.135 each, to $2,146.5 divided into 15,900,000 ordinary shares of a par value of $0.135 each.


		Upon receipt of the foregoing approval of the increase in authorized share capital, the Company filed an effective amendment to its memorandum of association with the Registrar of Companies of the Cayman Islands on July 20, 2026, at which time that increase became effective.

Sales Under ATM

In July and August 2026, the Company issued and sold an aggregate of 130,249 ordinary shares for $261, net of transaction costs under the Sales Agreement for the Company’s ATM facility (see Note 6).

Conversion of amounts under Related Party Promissory Note

In connection with the sale of 129,749 ordinary shares, in the aggregate, to investors under the ATM facility in July and August 2026 at an average price per share of $2.1, the Company converted $81 of the principal amount under the Related Party Promissory Note into 38,926 ordinary shares, which it issued to the Sponsor at the same price of $2.1 per share as in those transactions.

In connection with the August 2026 Offering (as described under paragraph (d) of this Note 13 below), the Company converted $750 of the principal amount under the Related Party Promissory Note into 1,153,848 ordinary shares, which it issued to the Sponsor, at the same $0.65 price per share as in the August 2026 Offering.

August Public Offering of Ordinary Shares, Pre-Funded Warrants, and Ordinary Warrants

On August 11, 2026, the Company offered and sold, and on August 13, 2026, the Company completed a public offering (the “August 2026 Offering”) of 2,028,619 ordinary shares and 1,817,542 pre-funded warrants to purchase 1,817,542 ordinary shares. Each ordinary share and pre-funded warrant to purchase one ordinary share was sold together with a Series E ordinary warrant to purchase one ordinary share (3,846,161 Series E ordinary warrants to purchase up to 3,846,161 ordinary shares in total). The purchase prices per ordinary share and accompanying Series E ordinary warrant, and per pre-funded warrant and Series E ordinary warrant, were $0.65 and $0.6499, respectively. The aggregate gross proceeds to the Company from the August 2026 Offering were approximately $2,500, while the net proceeds, after transaction costs, were approximately $2,100.

The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per ordinary share and will not expire until exercised in full. The Series E ordinary warrants have an exercise price of $0.65 per ordinary share, are immediately exercisable, and may be exercised for five years from issuance.

The Company also issued to the placement agent for the offering 269,231 placement agent warrants to purchase 269,231 ordinary shares. Those placement agent warrants have an exercise price of $0.8125 per ordinary share, are exercisable for five years from the date of issuance, and otherwise reflect substantially the same terms as the Series E ordinary warrants sold in the Offering.