Form 4: My Size Inc. Reprices Executive Stock Options Amidst Significant Share Price Decline

My Size, Inc. has repriced stock options for its CPO & COO, Billy Pardo, and CEO Ronen Luzon, reducing the exercise price from $8.72 to $1.28 per share, reflecting the closing stock price on June 4, 2025.

Summary

• My Size, Inc. (MYSZ) has repriced stock options for its Chief Product Officer & Chief Operating Officer, Billy Pardo, and indirectly for his spouse, CEO Ronen Luzon.
• The exercise price of these options was significantly reduced from $8.72 per share to $1.28 per share.
• This repricing was approved by the Board of Directors and set to the closing price of the company's common stock on June 4, 2025.
• A total of 650 options held directly by Billy Pardo and 800 options held indirectly by his spouse (CEO Ronen Luzon) were affected by this repricing.
• All affected options were granted under the My Size, Inc. 2017 Equity Incentive Plan and are fully vested.
• The options are set to expire on August 10, 2025.
• The company previously implemented a 1-for-25 reverse stock split on December 8, 2022, and a 1-for-8 reverse stock split on April 23, 2024, with all reported amounts adjusted to reflect these splits.

Sentiment

Score: 2

Explanation: The repricing of executive stock options from $8.72 to $1.28, coupled with two recent reverse stock splits (1-for-25 and 1-for-8), strongly indicates severe and prolonged stock price underperformance. While it re-incentivizes executives, it reflects poorly on the company's financial health and shareholder value creation, suggesting significant challenges.

Positives

• The repricing makes the options 'in-the-money' or closer to it for the executives, potentially restoring incentive value and aligning their interests with future stock appreciation.
• All options are fully vested, meaning the executives have immediate rights to exercise them at the new, lower price.

Negatives

• The significant reduction in option exercise price from $8.72 to $1.28 indicates a substantial decline in My Size, Inc.'s common stock value.
• This repricing effectively dilutes existing shareholders by granting executives options at a much lower price, potentially allowing them to profit from future stock appreciation that does not benefit existing shareholders who bought at higher prices.
• The necessity for repricing, coupled with two recent aggressive reverse stock splits (1-for-25 and 1-for-8), strongly suggests severe and persistent stock price underperformance and underlying operational or financial challenges.

Risks

• Significant stock price depreciation, as evidenced by the need for option repricing and two recent reverse stock splits, indicates ongoing financial or operational challenges.
• Potential for further dilution if the repriced options are exercised and new shares are issued, impacting existing shareholder value.
• Negative investor sentiment due to repeated reverse stock splits and executive option repricing, which often signal distress and lack of confidence in the company's future.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• "Effective June 4, 2025, the Board of Directors of the Company approved a unilateral option repricing, which resulted in the reduction of the exercise price to $1.28 per share, which is the closing price of the Company's common stock on June 4, 2025. All of the other terms of the option remained unchanged."
• "On December 8, 2022, the Company implemented a 1-for-25 reverse stock split... and on April 23, 2024, the Company implemented a 1-for-8 reverse stock split... All amounts have been adjusted to give effect to the 2022 Reverse Stock Split and the 2024 Reverse Stock Split."

Industry Context

This filing is specific to My Size, Inc.'s executive compensation and stock performance. While option repricing can occur across industries, the context of two recent reverse stock splits suggests company-specific challenges rather than broad industry trends. It indicates that the company's stock has significantly underperformed, necessitating measures to restore executive incentive alignment.

Comparison to Industry Standards

• Option repricing is generally viewed negatively by investors as it often signals significant stock price underperformance and can dilute existing shareholders.
• While some companies use repricing to re-incentivize management after market downturns, the combination with two recent reverse stock splits (1-for-25 and 1-for-8) for My Size, Inc. is a strong indicator of severe and prolonged stock value erosion, which is not typical for healthy, growing companies.
• For example, well-performing companies like Apple (AAPL) or Microsoft (MSFT) rarely, if ever, engage in such aggressive repricing or multiple reverse splits, as their stock performance typically maintains option value.
• Companies that frequently resort to such measures, like some micro-cap biotech or technology firms struggling with commercialization or funding, often face scrutiny regarding their long-term viability and shareholder value creation.

Corporate Governance

Related Party Transactions

• Options acquired indirectly by Ronen Luzon (Chief Executive Officer) through his spouse, Billy Pardo (Chief Product Officer & Chief Operating Officer), constitute a related party transaction.

Stakeholder Impact

• **Shareholders**: Negative impact due to significant stock price depreciation leading to option repricing and reverse stock splits, which can dilute value and signal poor performance.
• **Executives**: Positive impact as their stock options are repriced to an 'in-the-money' or closer-to-money value, restoring incentive and potential for future gains.
• **Employees**: While not directly mentioned, severe stock underperformance and executive repricing might affect employee morale and retention, especially if equity compensation is a significant part of their package.

Next Steps

• This document does not explicitly mention future actions or milestones beyond the immediate effect of the option repricing.

Key Dates

Recommendation

Keywords

My Size Inc., MYSZ, stock options, option repricing, executive compensation, SEC Form 4, beneficial ownership, reverse stock split, corporate governance, Billy Pardo, Ronen Luzon