Check-Cap shareholders approve merger with MBody AI and company name change

Shareholders of Check-Cap Ltd. (NASDAQ:CHEK) approved several proposals at the company’s annual general meeting held Friday, according to a statement released Monday based on a SEC filing.

At the meeting, 98.01% of votes cast were in favor of a merger between Check-Cap and MBody AI Corp, pursuant to a merger agreement dated September 12, 2025. Under the agreement, Check-Cap’s wholly owned subsidiary, CC Merger Sub Inc., will merge with MBody AI, with MBody AI becoming a wholly owned subsidiary of Check-Cap. The merger includes the issuance of ordinary shares of Check-Cap in connection with the transaction.

Shareholders also approved a reverse share split of the company’s ordinary shares, within a ratio range of 1-for-14 to 1-for-100, with the exact ratio and effective date to be determined by the board of directors. This proposal passed with 97.64% of votes in favor.

The re-election of board members was also confirmed. David Lontini was re-elected as active chairman, with 98.96% of votes cast in favor. Carlos Cheung, Michael Hutton, and Daniel Kokiw were each re-elected to the board, receiving 97.92%, 98.01%, and 97.96% of votes in favor, respectively.

Additionally, 97.83% of shareholders voted to approve changing the company’s name to “MBody AI Ltd.” or a similar name approved by the Israeli Registrar of Companies. This name change will become effective at the closing of the merger and will be reflected in an amendment to the company’s articles of association.

All approvals were made by the requisite majority under Israeli law. The company stated that the results were based on votes cast at the annual meeting.

This summary is based on a press release statement included in a filing with the Securities and Exchange Commission.

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