DarioHealth Corp.

09/28/2026 | Press release | Distributed by Public on 09/28/2026 14:07

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
STERN ADAM K
2. Issuer Name and Ticker or Trading Symbol
DarioHealth Corp. [DRIO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
322 W 57TH STREET, #33B
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
(Street)
NEW YORK, NY 10019
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/18/2025(1) C 11,760(2) A $40.4(2) 17,906 I By AKS Family Partners L.P.
Common Stock 09/18/2025(1) C 8,435(3) A $16.6(3) 26,341 I By AKS Family Partners L.P.
Common Stock 09/24/2026(4) A 28,000 A $ 0 57,717 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series C Preferred Stock $1,000 09/18/2025 C 250 02/21/2024 09/18/2025 Common Stock 11,760(2) $1,000 0 I By AKS Family Partners L.P.
Series D-2 Preferred Stock $1,000 09/18/2025 C 100 04/28/2025 09/18/2025 Common Stock 8,435(3) $1,000 0 I By AKS Family Partners L.P.

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
STERN ADAM K
322 W 57TH STREET, #33B
NEW YORK, NY 10019
X

Signatures

/s/ Adam Stern 09/28/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Pursuant to the Second Amended and Restated Certificates of Designation of Preferences, Rights and Limitations of the Series C Preferred Stock and the Series D-2 Preferred Stock filed with the Secretary of State of the State of Delaware, the mandatory conversion period of all outstanding shares of each such series was accelerated, and such shares automatically converted into shares of Common Stock effective September 18, 2025, together with all accrued and unpaid dividends, including dividend shares, subject to certain beneficial ownership limitations.
(2) AKS Family Partners L.P.'s 250 shares of Series C Preferred Stock automatically converted into 6,189 shares of Common Stock on September 18, 2025, at a conversion price of $40.40 per share. AKS Family Partners L.P. also received 5,571 shares of Common Stock in respect of accrued and unpaid dividends on the Series C Preferred Stock, for a total of 11,760 shares of Common Stock. The conversion occurred after the 20-for-1 reverse stock split effected on August 28, 2025, and all share amounts and prices are reported on a post-split basis. The Series C Preferred Stock was previously reported on the Reporting Person's Form 4 filed in September 2025 as 123,763 shares on a pre-split, as-converted basis.
(3) AKS Family Partners L.P.'s 100 shares of Series D-2 Preferred Stock automatically converted into 6,025 shares of Common Stock on September 18, 2025, at a conversion price of $16.60 per share. AKS Family Partners L.P. also received 2,410 shares of Common Stock in respect of accrued and unpaid dividends on the Series D-2 Preferred Stock, for a total of 8,435 shares of Common Stock.
(4) The restricted share award shall vest on the last day of the second-year anniversary after the grant date.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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