Form 8-K
8-K — DarioHealth Corp.
Accession: 0001104659-26-042362
Filed: 2026-04-13
Period: 2026-04-10
CIK: 0001533998
SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Item: Other Events
Item: Financial Statements and Exhibits
Documents
8-K — tm2611605d1_8k.htm (Primary)
EX-99.1 — EXHIBIT 99.1 (tm2611605d1_ex99-1.htm)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K — FORM 8-K
8-K (Primary)
Filename: tm2611605d1_8k.htm · Sequence: 1
false
0001533998
0001533998
2026-04-10
2026-04-10
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date
of Earliest Event Reported): April 10, 2026
DARIOHEALTH CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-37704
45-2973162
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
322 W 57th St., #33B
New
York, New York 10019
(Address of Principal Executive Offices)
972- 4-770-6377
(Issuer’s telephone
number)
(Former name or former
address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
Trading
Symbol(s)
Name of exchange on which
registered
Common Stock, par value $0.0001 per share
DRIO
The Nasdaq Capital Market LLC
Indicate by check mark whether the registrant is an emerging growth
company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company ¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of John R.
Palumbo to Board of Directors
On April 10, 2026, on the
recommendation of the Nominating and Corporate Governance Committee of the Board of Directors, or the Board, of DarioHealth Corp., or
the Company, the Board appointed John R. Palumbo as a member of the Board, effective immediately.
Mr. Palumbo, 75, brings more
than 40 years of healthcare operating experience across early-stage ventures and Fortune 100 enterprises, guiding organizations through
transformative growth, including supporting two companies through IPOs and leading large-scale operational and commercial transformations.
Since August 2023, Mr. Palumbo has served on the Board of Directors, and the audit and compensation committees, of PM Pediatrics Management
Group, LLC, a specialized urgent care provider that offers comprehensive, evidence-based medical and mental health services for children
and young adults from birth through age 26. Since September 2025, Mr. Palumbo has served on the Board of Directors, and the audit and
compensation committees, of Lucid Diagnotics Inc. (NASDAQ: LUCD), a commercial-stage, cancer prevention medical diagnostics company and
subsidiary of PAVmed Inc. (Nasdaq: PAVM). Since May 2025, Mr. Palumbo has served on the Board of Directors of ivWatch, LLC, a medical
device company that develops and manufactures the world's only FDA-cleared and CE-marked biosensor technology designed to continuously
monitor peripheral IV sites for early detection of infiltration and extravasation events. Since September 2025, Mr. Palumbo has served
on the Board of Directors, and the compensation committee, of QLess, a cloud-based software company that provides a mobile queuing and
appointment scheduling platform designed to eliminate physical waiting lines by allowing customers to join virtual queues via their phones.
Since June 2023, Mr. Palumbo has chaired the advisory board of Brado Ai, an AI-driven conversational engagement platform serving health
systems.
Mr. Palumbo received a B.S.
in Business Management from Widener University. Mr. Palumbo brings to the Board valuable experience from his career in healthcare serving
in senior leadership, private equity, management, advisory and industry operating roles.
As remuneration for his service
as a director, Mr. Palumbo will receive the same fees as the Company’s other non-executive directors. There is no arrangement or
understanding between Mr. Palumbo and any other person pursuant to which he was elected as a director, and except as otherwise described
herein, there are no transactions in which Mr. Palumbo has an interest requiring disclosure under Item 404(a) of Regulation S-K.
Item 8.01
Other Events.
On
April 13, 2026, the Company issued a press release announcing the appointment of Mr. Palumbo to its Board. A copy of the press release
is furnished with this Current Report on Form 8-K as Exhibit 99.1.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press release dated April 13, 2026.
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: April 13, 2026
DARIOHEALTH CORP.
By:
/s/ Chen Franco-Yehuda
Name:
Chen Franco-Yehuda
Title:
Chief Financial Officer, Treasurer and Secretary
EX-99.1 — EXHIBIT 99.1
EX-99.1
Filename: tm2611605d1_ex99-1.htm · Sequence: 2
Exhibit 99.1
Dario Appoints
Veteran Healthcare Executive John R. Palumbo to Board of
Directors to Support Accelerated Commercial Scaling
Mr.
Palumbo’s deep relationships across health systems, payers and healthcare’s senior executive community expected to accelerate
Dario’s commercial partnerships and position the Company to realize its full strategic value
NEW YORK,
April 13, 2026 – DarioHealth Corp. (NASDAQ: DRIO) (the “Company” or “Dario”), a leader
in global digital health, today announced the appointment of John R. Palumbo to its Board of Directors. The addition reflects Dario’s
continued alignment of board composition with its next phase of commercial scaling.
Mr. Palumbo
brings more than 40 years of healthcare operating experience across early-stage ventures and Fortune 100 enterprises. His substantial
background includes senior leadership roles at AmerisourceBergen Corporation (now Cencora, Inc.), where he led the provider business
unit and expanded consulting and technology capabilities into a multibillion-dollar platform serving health systems nationwide, as well
as Chief Operating Officer of Allscripts Healthcare Solutions, Inc. (now Veradigm, Inc.) and leadership positions at Shared Medical Systems
Corporation (Siemens Aktiengesellschaft).
“John’s
appointment is highly intentional and strategically valuable,” stated Dario's Chief Executive Officer, Erez Raphael. “As
we transition from demonstrating the strength of our distribution model to scaling it efficiently through channel partnerships, we are
adding leaders to our board who have done exactly that. John brings a rare combination of strategic insight, operational discipline and
deep industry relationships that will directly support our growth trajectory. He has been at the center of some of healthcare’s
most consequential strategic transactions and organizational transformations, and his relationships with senior decision-makers across
the payer, provider and health services landscape will be invaluable as we continue to build and scale. We are increasingly confident
that the market will come to fully reflect the value we have built – and we are not standing still while that recognition develops.”
Mr. Palumbo
has guided organizations through transformative growth, including supporting two companies through IPOs and leading large-scale operational
and commercial transformations. His experience is particularly relevant to Dario’s evolution toward a more capital-efficient, partner-led
go-to-market strategy. He brings deep familiarity with the care delivery ecosystem, including the health systems, payers and provider
services organizations that are shaping its consolidation – adding a dimension of strategic reach that directly complements Dario’s
next phase.
In addition
to his operating capabilities, Mr. Palumbo is actively engaged in the digital health ecosystem. He currently serves on the boards of
PM Pediatrics Management Group, LLC, Lucid Diagnostics Inc., ivWatch, LLC and Qless, Inc., and chairs the advisory board of Brado Cuneo
Nollau, LLC, an AI-driven engagement platform serving health systems.
“Dario
is at a compelling inflection point,” said Mr. Palumbo. “The Company has built a differentiated, integrated solution with
strong engagement which is delivering proven economic and clinical outcomes. The opportunity now is to scale that value through the right
commercial channels and ensure the Company captures the full strategic opportunity its platform represents. I look forward to working
closely with management to help accelerate both our commercial momentum and the value creation this platform deserves.”
About DarioHealth
Corp. (NASDAQ: DRIO)
DarioHealth Corp. (NASDAQ: DRIO) is
a leading digital health company revolutionizing how people with chronic conditions manage their health through a user-centric, multi-chronic
condition digital therapeutics platform. Dario's platform and suite of solutions deliver personalized and dynamic interventions driven
by data analytics and one-on-one coaching for diabetes, hypertension, weight management, musculoskeletal pain and behavioral health.
Dario's user-centric platform offers
people continuous and customized care for their health, disrupting the traditional episodic approach to healthcare. This approach empowers
people to holistically adapt their lifestyles for sustainable behavior change, driving exceptional user satisfaction, retention and results
and making the right thing to do the easy thing to do.
Dario provides its highly user-rated
solutions globally to health plans and other payers, self-insured employers, providers of care and consumers. To learn more about Dario
and its digital health solutions, or for more information, visit http://dariohealth.com.
Cautionary Note Regarding Forward-Looking
Statements
This news release
and the statements of representatives and partners of DarioHealth Corp. related thereto contain or may contain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not statements of historical fact may
be deemed to be forward-looking statements. For example, the Company is using forward-looking statements in this press release when it
discusses its expectation that Mr. Palumbo’s experience will directly support its growth trajectory, its belief that adding Mr.
Palumbo as a member of the Board will be instrumental in guiding Dario’s continued expansion within the payer, provider and health
services markets and its expectation that Mr. Palumbo’s appointment will accelerate Dario’s commercial partnerships and position
the Company to realize its full strategic value. Without limiting the generality of the foregoing, words such as "plan," "project,"
"potential," "seek," "may," "will," "expect," "believe," "anticipate,"
"intend," "could," "estimate" or "continue" are intended to identify forward-looking statements.
Readers are cautioned that certain important factors may affect the Company's actual results and could cause such results to differ materially
from any forward-looking statements that may be made in this news release. Factors that may affect the Company's results include, but
are not limited to, regulatory approvals, product demand, market acceptance, impact of competitive products and prices, product development,
commercialization or technological difficulties, the success or failure of negotiations and trade, legal, social and economic risks,
and the risks associated with the adequacy of existing cash resources. Additional factors that could cause or contribute to differences
between the Company's actual results and forward-looking statements include, but are not limited to, those risks discussed in the Company's
filings with the U.S. Securities and Exchange Commission. Readers are cautioned that actual results (including, without limitation, the
timing for and results of the Company's commercial and regulatory plans for Dario™ as described herein) may differ significantly
from those set forth in the forward-looking statements. The Company undertakes no obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise, except as required by applicable law.
DarioHealth Corporate Contacts
Michael Lipari
SVP Corporate Development
irteam@dariohealth.com
+1-201-785-6310
Rob Halpern
SVP Marketing
irteam@dariohealth.com
XML — IDEA: XBRL DOCUMENT
XML
Filename: R1.htm · Sequence: 7
v3.26.1
Cover
Apr. 10, 2026
Cover [Abstract]
Document Type
8-K
Amendment Flag
false
Document Period End Date
Apr. 10, 2026
Entity File Number
001-37704
Entity Registrant Name
DARIOHEALTH CORP.
Entity Central Index Key
0001533998
Entity Tax Identification Number
45-2973162
Entity Incorporation, State or Country Code
DE
Entity Address, Address Line One
322 W 57th St.
Entity Address, Address Line Two
#33B
Entity Address, City or Town
New
York
Entity Address, State or Province
NY
Entity Address, Postal Zip Code
10019
City Area Code
972
Local Phone Number
4-770-6377
Written Communications
false
Soliciting Material
false
Pre-commencement Tender Offer
false
Pre-commencement Issuer Tender Offer
false
Title of 12(b) Security
Common Stock, par value $0.0001 per share
Trading Symbol
DRIO
Security Exchange Name
NASDAQ
Entity Emerging Growth Company
false
X
- Definition
Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
No definition available.
+ Details
Name:
dei_AmendmentFlag
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Area code of city
+ References
No definition available.
+ Details
Name:
dei_CityAreaCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Cover page.
+ References
No definition available.
+ Details
Name:
dei_CoverAbstract
Namespace Prefix:
dei_
Data Type:
xbrli:stringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
No definition available.
+ Details
Name:
dei_DocumentPeriodEndDate
Namespace Prefix:
dei_
Data Type:
xbrli:dateItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
No definition available.
+ Details
Name:
dei_DocumentType
Namespace Prefix:
dei_
Data Type:
dei:submissionTypeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 1 such as Attn, Building Name, Street Name
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine1
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 2 such as Street or Suite number
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine2
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the City or Town
+ References
No definition available.
+ Details
Name:
dei_EntityAddressCityOrTown
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Code for the postal or zip code
+ References
No definition available.
+ Details
Name:
dei_EntityAddressPostalZipCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the state or province.
+ References
No definition available.
+ Details
Name:
dei_EntityAddressStateOrProvince
Namespace Prefix:
dei_
Data Type:
dei:stateOrProvinceItemType
Balance Type:
na
Period Type:
duration
X
- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityCentralIndexKey
Namespace Prefix:
dei_
Data Type:
dei:centralIndexKeyItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityEmergingGrowthCompany
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
Name:
dei_EntityFileNumber
Namespace Prefix:
dei_
Data Type:
dei:fileNumberItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
Name:
dei_EntityIncorporationStateCountryCode
Namespace Prefix:
dei_
Data Type:
dei:edgarStateCountryItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityRegistrantName
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityTaxIdentificationNumber
Namespace Prefix:
dei_
Data Type:
dei:employerIdItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
Name:
dei_LocalPhoneNumber
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
dei_
Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration