2017 - 30 Jul 2024 Form 4 Insider Report for Glucotrack, Inc. (GCTK)

Role: 10%+ Owner
Signature: /s/ Nelson Mullins Riley & Scarborough LLP, Attorney-in-Fact
Issuer symbol: GCTK
Transactions as of: 30 Jul 2024
Net transactions value: +$4,093,116
Form type: 4
Filing time: 31 Mar 2025, 09:20:04 UTC
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GCTK	Common Stock, par value $0.001 per share	Other	$4,093,116	+132,036	+259%	$31.00	183,039	14 Nov 2024	Direct	F1, F2
transaction	GCTK	Common Stock, par value $0.001 per share	Exercise of in-the-money or at-the-money derivative security	$0	+2,560,553	+1399%	$0.000000	2,743,591	12 Mar 2025	Direct	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GCTK	Warrants to Purchase Common Stock	Purchase		+106,667			106,667	30 Jul 2024	Common Stock, par value $0.001 per share	106,667	$37.50	Direct	F1, F2
transaction	GCTK	Warrants to Purchase Common Stock	Purchase		+76,191			76,191	30 Jul 2024	Common Stock, par value $0.001 per share	76,191	$52.50	Direct	F1, F2
transaction	GCTK	Warrants to Purchase Common Stock	Purchase		+59,260			59,260	30 Jul 2024	Common Stock, par value $0.001 per share	59,260	$67.50	Direct	F1, F2
transaction	GCTK	Series A Common Warrant	Award		+132,036			132,036	14 Nov 2024	Common Stock, par value $0.001 per share	132,036	$5.60	Direct	F3
transaction	GCTK	Series B Common Warrant	Award		+132,036			132,036	14 Nov 2024	Common Stock, par value $0.001 per share	2,560,553	$5.60	Direct	F3
transaction	GCTK	Series B Common Warrant	Exercise of in-the-money or at-the-money derivative security	$0	-132,036	-100%	$0.000000	0	12 Mar 2025	Common Stock, par value $0.001 per share	2,560,553		Direct	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On July 30, 2024, the issuer entered into a convertible promissory note and three warrant agreements (the "Warrants") with the John A. Ballantyne Rev Trust 08/01/2017 (the "Ballantyne Trust"), providing for the private placement of a secured convertible promissory note in the aggregate principal amount of $4,000,000 (the "Note"). The Note did not have a fixed conversion price, and the conversion price was dependent on the market price of the issuer's common stock, par value $0.001 per share (the "Common Stock").
F2	On November 14, 2024, the issuer completed a public offering (the "Offering"). In connection with the Offering, the Ballantyne Trust agreed to convert approximately $4,093,112 of debt, which represented the outstanding principal and accrued interest under the Note, on substantially the same terms as the Offering, resulting in the issuance of 132,036 shares of Common Stock (plus 132,036 accompanying Series A common warrants (the "Series A Common Warrants") and 132,036 accompanying Series B common warrants (the "Series B Common Warrants")), based on a conversion price of $31.00 per share (the "Conversion"), which is equal to the consolidated closing bid price of the Common Stock on the Nasdaq Capital Market on November 12, 2024, the day prior to the date the securities purchase agreement governing the Conversion was executed.
F3	On November 14, 2024, in connection with the Conversion, the Ballantyne Trust was issued Series A Common Warrants to purchase Common Stock and Series B Common Warrants to purchase Common Stock, each at an exercise price of $5.60 per share; provided that, at any time while the Series B Common Warrants are outstanding, the holder could exercise the Series B Common Warrants on a cashless basis pursuant to an alternate cashless exercise option, pursuant to which the holder of the Series B Common Warrant had the right to receive an aggregate number of shares of Common Stock equal to the product of (i) the aggregate number of shares of Common Stock that would be issuable upon a cash exercise rather than a cashless exercise of the Series B Common Warrant and (ii) 3.0 (the "Alternative Cashless Exercise").
F4	On March 12, 2025, the Ballantyne Trust effected an Alternative Cashless Exercise of the Series B Common Warrants and exercised the warrants on a cashless basis via warrant exchange for 2,560,553 shares of Common Stock.

Remarks:

Note: On May 17, 2024, a 1-for-5 reverse stock split of the Issuer's common stock, par value $0.001 per share (the "Common Stock") was implemented (the "2024 Reverse Split"). On February 25, 2025, a 1-for-20 reverse stock split of the Common Stock was implemented (the "2025 Reverse Split," and together with the 2024 Reverse Split, the "Reverse Stock Splits"). All figures presented in this Form 4 reflect the Reverse Stock Splits.