Monitor the shareholder vote on the equity plan increase — passage is likely given the plan is nearly exhausted, but a high 'against' vote would signal governance concerns. The widening net loss and rising executive compensation (particularly the large share-based award to the former CEO) warrant attention in the next quarterly filing for any revenue or margin improvement.
Price Chart
Executive Summary
DUKE Robotics Corp. filed its definitive proxy statement for the December 15, 2026 annual meeting. Key proposals include electing four incumbent directors, ratifying KPMG as auditor, and increasing the 2021 Equity Incentive Plan share pool by 220,000 shares (from 480,000 to 700,000) as the plan is nearly fully utilized. The company reported a net loss of $1,241,000 for FY2025, widening from $985,000 in FY2024, and CEO compensation (former CEO Yossef Balucka) totaled $355,398 for FY2025, up from $142,379 in FY2024, driven by a $215,291 share-based award.
Key Facts
- Annual meeting scheduled for December 15, 2026; record date October 22, 2026.
- Proposal to increase 2021 Equity Incentive Plan shares by 220,000 (from 480,000 to 700,000).
- As of October 22, 2026, 469,774 shares were subject to outstanding awards and only 10,226 shares remained available under the plan.
- Net loss widened to $1,241,000 in FY2025 from $985,000 in FY2024.
- Former CEO Yossef Balucka total compensation: $355,398 in FY2025 vs $142,379 in FY2024.
- Former CFO Shlomo Zakai total compensation: $59,549 in FY2025 vs $22,957 in FY2024.
- TSR on a $100 investment: $204 at FY2025 end vs $125 at FY2024 end.
- Board recommends a 3-year frequency for future say-on-pay advisory votes.
- No related party transactions exceeding $120,000 or 1% of average total assets were reported.
- Three 5%+ shareholders: Y.D More Investments Ltd. (19.91%), Afek Trading Kadosh and Razi Ltd (8.67%), and Sagiv Aharon (5.86%).
Financial Impact
Plan amendment would increase potential dilution by ~6.4% (220,000 new shares vs 3,425,978 outstanding). Net loss increased 26% YoY to $1.24M.
Risk Factors
- Equity plan increase will dilute existing shareholders by ~6.4% if fully utilized.
- Net loss continues to widen, with no revenue data disclosed in the proxy.
- CEO compensation rose 150% YoY while losses increased, potentially drawing shareholder dissent on say-on-pay.
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEF 14A Filing (Primary) | 0001213900-26-111701 |
| Document: 0001213900-26-111701-index-headers.html | 0001213900-26-111701 |
| Document: 0001213900-26-111701-index.html | 0001213900-26-111701 |
| Document: 0001213900-26-111701.txt | 0001213900-26-111701 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 22, 2026 4d ago | DEFA14A | $4.15 | awaiting T+20 | — | $4.05 (−2.41%) |
Oct 22, 2026 4d ago | DEF 14A | $4.15 | awaiting T+20 | — | $4.05 (−2.41%) |
Oct 6, 2026 20d ago | 3 | $5.17 | awaiting T+20 | — | $4.05 (−21.66%) |
Oct 6, 2026 20d ago | 3 | $5.17 | awaiting T+20 | — | $4.05 (−21.66%) |
Oct 2, 2026 24d ago | Press Release | $5.32 | awaiting T+20 | — | $4.05 (−23.87%) |
Sep 17, 2026 5w ago | 8-K | $5.35 $4.29 | ▼ −19.81% | ▼ −21.02% | $4.05 (−24.30%) |
Aug 24, 2026 9w ago | EFFECT | $5.67 $5.47 | ▲ +3.53% | ▲ +3.54% | $4.05 (+28.57%) |
Aug 18, 2026 9w ago | S-3 | $5.41 $5.26 | ▲ +2.77% | ▲ +1.03% | $4.05 (+25.14%) |
Aug 13, 2026 10w ago | 8-K | $5.60 $5.39 | ▼ −3.75% | ▼ −2.00% | $4.05 (−27.68%) |
May 18, 2026 23w ago | 8-K | $7.26 $6.38 | ▼ −12.12% | ▼ −13.11% | $4.05 (−44.21%) |
US Market Status
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