What changed in this filing

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Item 1. Financial Statements

2025-08-14 compared with 2025-05-15 · 515 added, 314 removed, 164 unchanged (83% of the section changed)

Financial Statements.

My Size, Inc.

and Subsidiaries

Condensed Consolidated

Financial Statements

As of March 31, 2025

of June 30, 2025

Dollars in Thousands

MY SIZE, INC.

AND ITS SUBSIDIARIES

Condensed Consolidated Interim Financial Statements

as of March 31, 2025 (Unaudited)

Consolidated Interim Balance Sheets (Unaudited)

Consolidated Interim Statements of Comprehensive Loss (Unaudited)

Consolidated Interim Statements of Changes in Stockholders’ Equity (Unaudited)

Consolidated Interim Statements of Cash flows (Unaudited)

to Condensed Consolidated Interim Financial Statements (Unaudited)

MY SIZE, INC.

AND ITS SUBSIDIARIES

Consolidated Interim Financial Statements as of June 30, 2025 (Unaudited)

Condensed Consolidated Interim Balance Sheets (Unaudited)

dollars in thousands (except share data and

per share data)

Condensed Consolidated Interim Statements of Comprehensive Loss (Unaudited)

Condensed Consolidated Interim Statements of Changes in Stockholders’ Equity (Unaudited)

Condensed Consolidated Interim Statements of Cash flows (Unaudited)

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)

AND ITS SUBSIDIARIES

Consolidated Interim Balance Sheets (Unaudited)

dollars in thousands (except share data and per share data)

Current Assets:

15 unchanged sentences

Liabilities to related parties

Seller payable

Other payables

2 unchanged sentences

Operating lease liability

Other Non-Current Liabilities

Total non-current liabilities

Commitments and contingent

Commitments and contingencies

Total liabilities

4 unchanged sentences

Issued and outstanding:

2,110,748 and 2,040,159 as of March 31, 2025 and December 31, 2024, respectively

3,103,076 and 2,040,159 as of June 30, 2025 and December 31, 2024, respectively

Additional paid-in capital

3 unchanged sentences

Total liabilities and stockholders’ equity

The accompanying notes are an integral part of the

condensed consolidated interim financial statements.

MY SIZE, INC.

accompanying notes are an integral part of the condensed consolidated interim financial statements.

AND ITS SUBSIDIARIES

Condensed Consolidated Interim Statements of Comprehensive

Loss (Unaudited)

dollars in thousands (except share data and

per share data)

Consolidated Interim Statements of Comprehensive Loss (Unaudited)

dollars in thousands (except share data and per share data)

Six-Months Ended

Three-Months Ended

4 unchanged sentences

General and administrative

Impairment of goodwill

Total operating expenses

2 unchanged sentences

Loss before taxes

Taxes on income

Other comprehensive income (loss):

3 unchanged sentences

Basic and diluted weighted average number of shares outstanding

The accompanying notes are an integral part of the

interim condensed consolidated financial statements.

MY SIZE, INC.

accompanying notes are an integral part of the interim condensed consolidated financial statements.

AND ITS SUBSIDIARIES

Condensed Consolidated Interim Statements of Changes

in Stockholders’ Equity (Unaudited)

dollars in thousands (except share data and

per share data)

Consolidated Interim Statements of Changes in Stockholders’ Equity (Unaudited)

dollars in thousands (except share data and per share data)

comprehensive

2 unchanged sentences

Stock-based compensation related to options granted to employees and consultants

Issuance of shares pursuant to At The Market Offering Agreement - net of $ 5

Issuance of shares pursuant to At The Market Offering Agreement for - net of $ 215

issuance cost **

Issuance of shares pursuant to At The Market Offering Agreement for - net

Total comprehensive loss

Balance as of March 31, 2025

Represents an amount less than $1.

Balance as of June 30, 2025

an amount less than $1.

comprehensive

2 unchanged sentences

Stock-based compensation related to options granted to employees and consultants

Issuance of shares in Business Combinations

Exercise of warrants and prefunded warrants

Issuance of shares post Business Combination

Effect of reverse stock split

Issuance of shares, net of issuance cost of $ 442

Issuance of shares, net of issuance cost

Exercise of shares in abeyance

Total comprehensive loss

Balance as of March 31, 2024

Represents an amount less than $1

MY SIZE, INC.

Balance as of June 30, 2024

an amount less than $1.

comprehensive

stockholders’

Balance as of April 1, 2025

Stock-based compensation related to options granted to employees and consultants

Issuance of shares pursuant to At The Market Offering Agreement for - net of $ 210

issuance cost **

Total comprehensive loss

Balance as of June 30, 2025

other comprehensive

stockholders’

as of April 1, 2024

compensation related to options granted to employees and consultants

of reverse stock split

of shares, net of issuance cost of $ 442

of shares, net of issuance cost

of warrants and prefunded warrants

comprehensive loss

as of June 30, 2024

an amount less than $1.

AND ITS SUBSIDIARIES

Condensed Consolidated Interim Statements of Cash

Flows (Unaudited)

Consolidated Interim Statements of Cash Flows (Unaudited)

dollars in thousands

Three-Months Ended

Ended June 30,

Cash flows from operating activities:

2 unchanged sentences

Amortization of intangible assets

Impairment of goodwill

Change in liabilities to related parties

8 unchanged sentences

Change in trade payables

Changes in seller payables

Change in other payables

Change in Other Current Liabilities

Net cash used in operating activities

Cash flows from investing activities:

Purchase of Percentil

Proceeds from investment in JV

Purchase of Property, Equipment & Intangibles

Proceeds from short-term deposits

6 unchanged sentences

Effect of exchange rate fluctuations on cash and cash equivalents

Decrease in cash, cash equivalents and restricted cash (*)

Increase (decrease) in cash,

cash equivalents and restricted cash

Cash, cash equivalents and restricted cash at the beginning of the period

Cash, cash equivalents and restricted cash at the end of the period

Non cash activities:

Noncash activities:

Change in operating lease right-of-use asset and liability

$ 1,185 relates to change in cash and cash equivalents for the three months ended March 31, 2025.

The accompanying notes are an integral part of the

interim condensed consolidated financial statements.

MY SIZE, INC.

accompanying notes are an integral part of the interim condensed consolidated financial statements.

AND ITS SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial

Statements (Unaudited)

dollars in thousands (except share data and

per share data)

Note 1 - General

My Size, Inc.

(the “Company”) is developing

unique measurement technologies based on algorithms with applications focused on the apparel e-commerce market.

The technology is driven

by proprietary algorithms, which are able to calculate and record measurements in a variety of novel ways.

Following the acquisition of Naiz Fit Bespoke

Technologies, S.L (“Naiz”) in October 2022, the Company expanded its offering outreach and customer base.

Following the acquisition

of Orgad International Marketing Ltd.

(“Orgad”) in February 2022, the Company also operates an omnichannel e-commerce platform.

The Company has six subsidiaries, My Size Israel

(“My Size Israel”), Topspin Medical (Israel) Ltd., Orgad and Rotrade Ltd., all of which are incorporated in Israel,

My Size LLC, which is incorporated in the Russian Federation, and Naiz, a limited liability company incorporated under the laws of Spain.

References to the Company include the subsidiaries unless the context indicates otherwise.

Subsequent to the date of these financial statements,

the Company established an additional subsidiary, New Percentil, S.L., a limited liability company incorporated under the laws of Spain.

My Size, Inc., was incorporated and commenced

operations in September 1999, as Topspin Medical Inc.

(“Topspin”), a private company registered in the State of Delaware.

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

(the “Company”) is developing unique measurement technologies based

on algorithms with applications focused on the apparel e-commerce market.

The technology

is driven by proprietary algorithms, which are able to calculate and record measurements

in a variety of novel ways.

the acquisition of Naiz Fit Bespoke Technologies, S.L (“Naiz”) in October 2022, the Company expanded its offering outreach

and customer base.

Following the acquisition of Orgad International Marketing Ltd.

(“Orgad”) in February 2022, the Company

also operates an omnichannel e-commerce platform.

the formation of a new subsidiary, New Percentil S.L., and acquisition of a new business unit in May 2025 (see note 6), the Company

also operates a resale platform that enables consumers to buy and sell primarily secondhand apparel.

Company has seven subsidiaries, My Size Israel 2014 Ltd.

(“My Size Israel”), Topspin Medical (Israel) Ltd., Orgad and Rotrade

Ltd., all of which are incorporated in Israel, My Size LLC, which is incorporated in the Russian Federation, and two limited liability companies incorporated under the laws of Spain namely Naiz and Percentil.

References to the Company include the subsidiaries unless the context indicates

Size, Inc., was incorporated and commenced operations in September 1999, as Topspin Medical Inc.

(“Topspin”), a private

company registered in the State of Delaware.

In December 2013, the Company changed its name to Knowledgetree Ventures Inc.

Subsequently, in February 2014, the Company changed its

name to My Size, Inc.

Topspin was engaged, through its Israeli subsidiary, in research and development in the field of cardiology and

On July 25, 2016, the Company’s common stock

began publicly trading on the Nasdaq Capital Market under the symbol “MYSZ”.

From September 1, 2005 to March 27, 2024, the Company’s common

stock was traded on the Tel Aviv Stock Exchange.

Since inception, the Company has incurred significant losses and negative

cash flows from operations and has an accumulated deficit of $ 64,936 .

The Company has financed its operations mainly through fundraising

from various investors.

The Company’s management expects that the Company will continue to

generate losses and negative cash flows from operations for the foreseeable future.

Based on the projected cash flows and cash balances

as of the date of these financial statements, management is of the opinion that there is an uncertainty that its existing cash will be

sufficient to fund operations for a period of more than 12 months.

As a result, there is substantial doubt about the Company’s ability

to continue as a going concern.

Management’s plans include the continued

commercialization of the Company’s products and acquisition of technology, intellectual property or businesses and securing sufficient

financing through the sale of additional equity securities, debt or capital inflows from strategic partnerships.

Management is actively

looking for additional technology and commercial opportunities that will increase the company’s cashflow.

The company has sold additional

securities for $ 1,995 see note 9a.

Additional funds may not be available when the Company needs them, on terms that are acceptable to

it, or at all.

If the Company is unsuccessful in commercializing its products and securing sufficient financing, it may need to cease

The financial statements include no adjustments for

measurement or presentation of assets and liabilities, which may be required should the Company fail to operate as a going concern.

In October 2023, Hamas terrorists infiltrated Israel’s southern

border from the Gaza Strip and conducted a series of attacks on civilian and military targets.

Hamas also launched extensive rocket attacks

on the Israeli population and industrial centers located along Israel’s border with the Gaza Strip and in other areas within the

State of Israel.

These attacks resulted in thousands of deaths and injuries, and Hamas additionally kidnapped many Israeli civilians and

Following the attack, Israel’s security cabinet declared war against Hamas and commenced a military campaign against Hamas

and other terrorist organizations in parallel to their continued rocket and terror attacks.

In addition, since the commencement of these events,

there have been continued hostilities along Israel’s northern border with Lebanon (with the Hezbollah terror organization;), Israel’s

southern border with the Gaza Strip (with the Hamas terrorist organization) and on other fronts from various extremist groups in region,

such as the Houthis in Yemen and various rebel militia groups in Syria and Iraq.

Further, on April 13, 2024, and on October 1, 2024, Iran

launched a series of drone and missile strikes against Israel.

In November 2024, a ceasefire agreement was reached between Israel and

The war with Hamas and Hezbollah has

had an immaterial effect on its operations and financial results so far.

This is attributable to its offices in Spain which has

become a hub for the Company’s sizing solutions business.

The majority of Orgad’s inventory utilizes fulfillment by

Amazon rather than fulfilling directly.

Inventory is now maintained and orders are shipped from regional Amazon warehouses, thereby

reducing exposure to inventory risk and contributing to operating efficiencies.

The security situation in Israel has had an immaterial

effect on its operations and financial results so far.

This is attributable to its global footprint and the offices in Spain, which has

become a hub for the Company’s sizing solutions business.

The majority of Orgad’s inventory utilizes fulfillment by Amazon

rather than fulfilling directly.

Inventory is now maintained in and orders are shipped from regional Amazon warehouses, thereby reducing

exposure to inventory risk and contributing to operating efficiencies.

Subsequently,

in February 2014, the Company changed its name to My Size, Inc.

Topspin was engaged, through its Israeli subsidiary, in research

and development in the field of cardiology and urology.

July 25, 2016, the Company’s common stock began publicly trading on the Nasdaq Capital Market under the symbol “MYSZ”.

September 1, 2005 to March 27, 2024, the Company’s common stock was traded on the Tel Aviv Stock Exchange.

May 9, 2025, a newly-formed, wholly-owned subsidiary of the Company, New Percentil, S.L., a limited liability company incorporated

under the laws of Spain (“New Percentil”), entered into a production unit transfer agreement with Casi Nuevo Kids, S.L.,

a limited liability company incorporated under the laws of Spain (“Casi Nuevo”), pursuant to which New Percentil acquired

(the “Acquisition”) a production unit of Casi Nuevo with a trade name of Percentil that was judicially awarded to the

Company in April 2025 within the framework of insolvency proceedings of Casi Nuevo filed with Commercial Court No.

13 of Madrid (Spain).

The Acquisition was completed on May 9, 2025.

The Company paid a total transaction value of € 610 (approximately

$ 679 ), consisting of a € 40 (approximately $ 45 ) cash payment and the assumption of certain customer and labor liabilities and debt

and social security payments in the aggregate amount of approximately € 570 (approximately $ 634 ).

The Acquisition was financed through

existing cash reserves and does not involve the issuance of additional shares or debt.

AND ITS SUBSIDIARIES

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

inception, the Company has incurred significant losses and negative cash flows from operations

and has an accumulated deficit of $ 65,386 .

The Company has financed its operations mainly

through fundraising from various investors.

Company’s management expects that the Company will continue to generate losses and negative cash flows from operations for

the foreseeable future.

Based on the projected cash flows and cash balances as of the date of these financial statements, management

is of the opinion that there is an uncertainty that its existing cash will be sufficient to fund operations for a period of more

than 12 months.

As a result, there is substantial doubt about the Company’s ability to continue as a going concern.

plans include the continued commercialization of the Company’s products and acquisition of technology, intellectual property

or businesses and securing sufficient financing through the sale of additional equity securities, debt or capital inflows from strategic

partnerships.

Management is actively looking for additional technology and commercial opportunities that will increase the company’s

The Company has sold additional securities for $ 1,987 see note 9.

Additional funds may not be available when the Company

needs them, on terms that are acceptable to it, or at all.

If the Company is unsuccessful in commercializing its products and securing

sufficient financing, it may need to cease operations.

financial statements include no adjustments for measurement or presentation of assets and liabilities, which may be required should

the Company fail to operate as a going concern.

In October 2023, Israel was attacked by a terrorist organization and entered

a state of war on several fronts.

In June 2025, following continued nuclear threats and intelligence assessments indicating imminent attacks,

Israel launched a preemptive strike targeting military and nuclear infrastructure inside Iran, aiming to disrupt Iran’s ability

to coordinate or escalate hostilities and degrade its nuclear capabilities.

Iran responded with multiple waves of drones and ballistic

missiles targeting Israeli cities.

While most were intercepted, some caused civilian casualties and infrastructure damage.

military conducted further operations against Iranian assets.

After 12 days of hostilities, a ceasefire between Israel and Iran was reached

in June 2025.

However, the situation remains volatile, and the risk of broader regional escalation involving additional actors persists.

The security situation in Israel has had an immaterial effect on its operations

and financial results so far.

This is attributable to its offices in Spain which has become a hub for the Company’s sizing solutions

The majority of Orgad’s inventory utilizes fulfillment by Amazon rather than fulfilling directly.

Inventory is now maintained

and orders are shipped from regional Amazon warehouses, thereby reducing exposure to inventory risk and contributing to operating efficiencies.

On February 24, 2022, Russia invaded Ukraine.

outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the

Following Russia’s actions, various countries, issued broad-ranging economic sanctions against Russia.

Such sanctions included,

among other things, a prohibition on doing business with certain Russian companies, officials and oligarchs;

a commitment by certain countries

and the European Union to remove selected Russian banks from the Society for Worldwide Interbank Financial Telecommunications (SWIFT)

electronic banking network that connects banks globally;

and restrictive measures to prevent the Russian Central Bank from undermining

the impact of the sanctions.

The outbreak of hostilities

between the two countries could result in more widespread conflict and could have a severe adverse effect on the region.

Following Russia’s

actions, various countries, issued broad-ranging economic sanctions against Russia.

Such sanctions included, among other things, a prohibition

on doing business with certain Russian companies, officials and oligarchs;

a commitment by certain countries and the European Union to

remove selected Russian banks from the Society for Worldwide Interbank Financial Telecommunications (SWIFT) electronic banking network

that connects banks globally;

and restrictive measures to prevent the Russian Central Bank from undermining the impact of the sanctions.

The Company shut down its operation in Russia and is expected to close

2 unchanged sentences

the current situation is very limited.

AND ITS SUBSIDIARIES

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

2 - Significant Accounting Policies

condensed consolidated financial statements :

accompanying unaudited condensed consolidated interim financial statements included herein have been prepared by the Company in accordance

with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information

and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”).

unaudited condensed consolidated financial statements are comprised of the financial statements of the Company.

In management’s

opinion, the interim financial data presented includes all adjustments necessary for a fair presentation.

All intercompany accounts

and transactions have been eliminated.

Operating results for the six months ended June 30, 2025 not necessarily indicative of the

results that may be expected for any future period or for the year ending December 31, 2025.

unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated

financial statements and the notes thereto for the year ended December 31, 2024.

Recently accounting standard

that have not yet been adopted.

In July 2025, the Financial Accounting Standards Board (“FASB”)

issued Accounting Standards Updates (“ASU”) 2025-05 “Financial Instruments—Credit Losses (Topic 326):

of Credit Losses for Accounts Receivable and Contract Assets”.

The ASU introduces a practical expedient for all entities when estimating

expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606.

Under the practical expedient, when developing reasonable and supportable forecast as part of estimating expected credit losses, an entity

may assume that current conditions as of the balance sheet date do not change for the remining life of the asset.

The ASU is effective

for annual reporting period beginning after December 15, 2025 and interim reporting within those annual reporting periods.

Early adoption

is permitted in both interim and annual reporting periods.

The Company is evaluating the impact of ASU 2025-05 on its consolidated financial

statements if it elects to apply the practical expedient.

Critical accounting estimates:

ASC 350 requires goodwill to be tested for impairment at the reporting

unit level at least annually, or between annual tests under certain circumstances, and written down when impaired.

Goodwill is tested

for impairment by comparing the fair value of the reporting unit with it carrying value.

An impairment charge of $ 144 was recorded as the carrying value of Fashion and equipment e-commerce reporting segment exceeded its expected fair value, as determined using a discounted cash flow model which is primarily based

on management’s future revenue and cost estimates.

This impairment charge was recorded within Impairment of goodwill, within the

Consolidated Statement of Operations, and within the Fashion and equipment e-commerce segment for three months ended June 30, 2025.

See note 7- Goodwill.

Accounting Policies :

significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements

are identical to those applied in the preparation of the latest annual financial statements, except the following new policies which

was adopted following the business combination (see note 6):

Recognition from resale platform

is recognized in accordance with FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with

Customers (“ASC 606”).

Under ASC 606, revenue is recognized upon transfer of control of promised goods and services to

customers in an amount that reflects the consideration the Company expects to receive for those goods and services.

The Company generates

the majority of its revenue from its marketplaces, which allows its buyers to browse and purchase resale items for apparel, shoes

and accessories on behalf of sellers.

The Company recognizes revenue through the following steps:

(1) identification of the contract,

or contracts, with the customer;

(2) identification of the performance obligations in the contract;

(3) determination of the transaction

(4) allocation of the transaction price to the performance obligations in the contract;

and (5) recognition of revenue when,

or as, it satisfies a performance obligation.

buyers and sellers may be customers in the Company’s revenue arrangements.

Sellers are the primary customer in a consignment

arrangement while the buyer is the primary customer in a sale of Company-owned inventory, referred to as product sales.

with a customer exists in both cases when the end-customer purchases the goods obligating the Company to deliver the identified performance

obligation(s).

The Company requires authorization from a credit card or other payment method,or verification of receipt of payment,

before the products are shipped to buyers.

MY SIZE, INC.

4 unchanged sentences

per share data)

Note 2 - Significant Accounting Policies

Unaudited condensed consolidated financial statements :

The accompanying unaudited condensed consolidated interim financial statements included herein have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”).

The unaudited condensed consolidated financial statements are comprised of the financial statements of the Company.

In management’s opinion, the interim financial data presented includes all adjustments necessary for a fair presentation.

All intercompany accounts and transactions have been eliminated.

Operating results for the three months ended March 31, 2025 not necessarily indicative of the results that may be expected for any future period or for the year ending December 31, 2025.

These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2024.

Significant Accounting Policies :

The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements.

Note 3 – Financial Instruments

The carrying amounts of cash and cash equivalents,

restricted cash, accounts receivable, other receivables, trade payables, accounts payable and short and long term loans approximate their

fair value due to the short-term maturities of such instruments.

The Company holds share certificates My City Builders,

(“MYCB”), formerly known as Diamante Minerals, Inc., a publicly traded company on the OTCQB.

Due to sales restrictions on the sale of the MYCB

shares, the fair value of the shares was measured on the basis of the quoted market price for an otherwise identical unrestricted equity

instrument of the same issuer that trades in a public market, adjusted to reflect the effect of the sales restrictions and is therefore,

ranked as Level 2 assets.

The Company generally receives payments from buyers before payments to the sellers are due.

Consignment Revenue

The Company generates

consignment revenue primarily from the sale of secondhand apparel on behalf of sellers.

The Company retains a percentage of the

proceeds received as payment for its consignment service.

The Company reports consignment revenue on net.

consigned goods remain with the seller until transferred to the buyer, which occurs 90 days subsequent to purchase of the consigned

goods and upon expiration of the allotted return period.

The Company does not take title of consigned goods at any time except in

certain cases where the consignment window of 90 days expires or returned goods become Company owned inventory and becomes product revenue.

Consignment revenue

is generally recognized upon purchase of the consigned good by the buyer as its performance obligation of providing consignment

services to the consignor is satisfied at that point.

Consignment revenue is also recognized upon purchase of the consigned good for

which the consignment window has already expired and the Company has taken title to the consigned good.

Consignment revenue is

recognized gross of seller payouts but net of discounts, incentives and returns.

Value added tax assessed by governmental

authorities is excluded from revenue.

Company recognizes product revenue on a gross basis as the Company acts as the principal in the transaction.

Revenue is recognized

at the time control of the asset is transferred to the customer, which is typically upon delivery and acceptance by the customer.

The Company is the seller and not an agent due to inventory risk.

Company charges shipping fees to buyers, which are included in revenue.

All outbound shipping costs are accounted for in cost of revenue

at the time revenue is recognized.

Company generally has a 14-day return period, and possibly longer accordingly to regulations which may change from time to time, and

recognizes a returns reserve based on historical experience, which is recorded in accrued and other current liabilities within the

Company’s consolidated balance sheets and reduction of revenue within the Company’s consolidated statements of

Inventory of resale platform.

consisting of merchandise that the Company has purchased and to which the Company holds title, are accounted for using the specific identification

method, and are valued at the lower of cost or net realizable value.

The cost of inventory is equal to the cost of the merchandise paid

to the seller and related inbound shipping costs.

Inventory valuation requires the Company to make judgments based on currently available

information about the likely method of disposition, such as through sales to individual customers or liquidations, and expected recoverable

values of each disposition category.

The Company records an inventory write-down based on the age of the inventory and historical experience

of expected sell-through.

payable includes amounts owed to sellers upon the purchase of sellers’ goods by the Company.

Amounts are initially provided as

a credit to sellers.

These credits may be applied towards purchases from the Company or redeemed for cash.

Seller payables show up as

seller payables in the consolidated balance sheet.

of consignment revenue consists of outbound shipping, outbound labor and packaging costs.

Cost of product revenue mainly consists of

the inventory cost, inbound shipping related to the sold merchandise, outbound shipping, outbound labor, packaging costs and inventory

3 – Financial Instruments

carrying amounts of cash and cash equivalents, restricted cash, accounts receivable, other receivables, trade payables, accounts payable

and short and long term loans approximate their fair value due to the short-term maturities of such instruments.

Company holds share certificates in My City Builders, Inc.

(“MYCB”), formerly known as Diamante Minerals, Inc., a

publicly traded company on the OTCQB.

to sales restrictions on the sale of the MYCB shares, the fair value of the shares was measured on the basis of the quoted market price

for an otherwise identical unrestricted equity instrument of the same issuer that trades in a public market, adjusted to reflect the

effect of the sales restrictions and is therefore, ranked as Level 2 assets.

of Significant Assets and Liabilities Measured at Fair Value on Recurring Basis

March 31, 2025

June 30, 2025

Fair value hierarchy

1 unchanged sentence

Investment in marketable securities (*)

MY SIZE, INC.

AND ITS SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial

Statements (Unaudited)

dollars in thousands (except share data and

per share data)

Note 3 - Financial Instruments (Cont.)

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

3 - Financial Instruments (Cont.)

December 31, 2024

2 unchanged sentences

Investment in marketable securities (*)

For the three-month period ended March 31, 2025 and 2024, the Company recognized gain (based on quoted market prices with a discount due to security restrictions on iMine shares) of the marketable securities was $ 7 and $ 5 respectively.

Note 4 - Stock Based Compensation

The stock-based expense equity awards recognized

in the financial statements for services received is related to Cost of Revenues, Research and Development, Sales and Marketing and General

and Administrative expenses as shown in the following table:

the six-month period and three months ended June 30, 2025 and 2024, the Company recognized gain (based on quoted market prices with

a discount due to security restrictions on MYCB shares) of the marketable securities was $ 7 ,

and $( 1 ) respectively.

4 - Stock Based Compensation

stock-based expense equity awards recognized in the financial statements for services received is related to Cost of Revenues, Research

and Development, Sales and Marketing and General and Administrative expenses as shown in the following table:

of Stock Based Compensation Expenses

Three months ended

months ended June 30,

Stock-based compensation expense – Cost of revenues

3 unchanged sentences

Stock-based compensation

MY SIZE, INC.

Three months ended June 30,

Stock-based compensation expense - Research and development

Stock-based compensation expense - Sales and marketing

Stock-based compensation expense - General and administrative

Stock-based compensation expense

AND ITS SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial

Statements (Unaudited)

dollars in thousands (except share data and

per share data)

Note 4 - Stock Based Compensation (Cont.)

Stock Option Plan for Employees:

The total number of shares of

common stock which may be granted to directors, officers and employees under this plan, is limited to 130,000

On February 14, 2024, the

Compensation Committee of the Company granted restricted common stock awards under the Company’s 2017 Equity Incentive Plan to

Ronen Luzon, Oren Elmaliah and Billy Pardo, pursuant to which they were issued 37,500

restricted shares, 18,750

restricted shares and 18,750

restricted shares, respectively.

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

4 - Stock Based Compensation (Cont.)

Option Plan for Employees:

total number of shares of common stock which may be granted to directors, officers and employees under the 2017 Equity Incentive Plan (the “Plan”), is limited to 130,000

February 14, 2024, the Compensation Committee of the Company granted restricted common stock awards under the Company’s 2017 Equity

Incentive Plan to Ronen Luzon, Oren Elmaliah and Billy Pardo, pursuant to which they were issued 37,500 restricted shares, 18,750 restricted

shares and 18,750 restricted shares, respectively.

The restricted shares shall vest in three equal installments on January 1, 2025, January

and January 1, 2027, conditioned upon continuous employment with the Company and subject to accelerated vesting upon a change in

control of the Company.

On the same day, the Company granted a total of 10,000

restricted stock units (“RSUs”) to its directors that will vest on January 1, 2025 and 5

five-years options to purchase up to 6,875

shares of common stock to other employees of the Company at an exercise price of $ 3.832

The option vesting period is over three years in three equal portions from the vesting commencement date.

The compensation cost resulting from the

grant is approximately $ 314 and is expected to be recognized over a period of 3 years.

The fair value of each option award is estimated

on the date of grant using the Binomial option-pricing model that used the weighted average assumptions in the following table.

free rate for the expected term of the option is based on the U.S.

Treasury yield curve in effect at the time of grant

1, 2026 and January 1, 2027, conditioned upon continuous employment with the Company and subject to accelerated vesting upon a change

in control of the Company.

On the same day, the Company granted a total of 10,000 restricted stock units (“RSUs”) to its

directors that will vest on January 1, 2025 and 5 five-years options to purchase up to 6,875 shares of common stock to other employees

of the Company at an exercise price of $ 3.832 per share.

The option vesting period is over three years in three equal portions from the

vesting commencement date.

compensation cost resulting from the grant is approximately $ 314 and is expected to be recognized over a period of 3 years.

fair value of each option award is estimated on the date of grant using the Binomial option-pricing model that used the weighted average

assumptions in the following table.

The risk free rate for the expected term of the option is based on the U.S.

Treasury yield curve

in effect at the time of grant.

of Fair Value Assumptions of Stock Option

3 unchanged sentences

Contractual term

During the three-month periods

ended March 31, 2024, and 2025 the Company granted options, restricted stock and RSUs to purchase 10,000

shares, respectively, of common stock under the 2017 Employee Plan (as described above), respectively.

2025 Repricing

Dividend yield

Expected volatility

135.6 - 211.3 %

Risk-free interest

Contractual term

were no options, shares of restricted common stock or RSUs granted during the six-month period June 30, 2025, compared to an

aggregate of 91,875

options, shares of restricted common stock and RSUs granted during the six-month period ended June 30, 2024, under the Plan.

options were exercised .

The total stock option compensation expense

for employees during the three-month period ended March 31, 2025 and 2024 was $ 22 and $ 67 , respectively.

The total stock option compensation expense

relating to the Orgad acquisition during the three-month period ended March 31, 2025 and 2024 was $ 0 and $ 3 , respectively.

Options issued to consultants:

In July 2023, the Company entered into a

six month agreement (the “Consultant Agreement”) with a consultant (the “Consultant”) to provide services to the

Company, including assisting the Company to promote, market and sell the Company’s technology to potential customers and make strategic

introductions and inquiries with interested parties in the financial community.

Pursuant to the Consultant Agreement and in partial consideration

for such consulting services, the Company issued to the Consultant (i) 5,000 shares of restricted common stock of the Company, (ii) a

warrant to purchase 12,500 shares of common stock at an exercise price of $4.00 per share and exercisable for a term of 36 months from

the date of issuance, and (iii) a warrant to purchase 12,500 shares of common stock at an exercise price of $6.00 per share and exercisable

for a term of 36 months from the date of issuance .

The issuance was approved by the Company’s

board of directors in February 2024.

During the three-month periods ended March

31, 2025 and 2024, the Company recorded $ 0 and $ 71 , respectively, as stock-based equity awards with respect to the Consultant.

MY SIZE, INC.

2025, the compensation committee of the Company board of directors reduced the exercise price of outstanding options granted under the

Plan of certain employees, officers and directors of the Company for the purchase of an aggregate of 13,926 shares of common stock (with

exercise prices ranging from $ 3.832 to $ 8.72 per share) to $ 1.28 per share, which was the closing price for the Company’s common

stock on June 4, 2025 (the “Option Repricing”).

No options were exercised.

In connectio n

with the Option Repricing, the Company accelerated the vesting options held by the Company’s former chief financial officer and

the Company recorded one-time expenses of $ 6 and $ 17 .

total stock option compensation expense for employees during the six and three-month period ended June 30, 2025 and 2024 was $ 68 , $ 46

and $ 79 , respectively.

total stock option compensation expense relating to the Orgad acquisition during the six and three-month period ended June 30, 2025

and 2024 was $ 0 , $ 0 ,

and $ 0 respectively.

issued to consultants:

July 2023, the Company entered into a six month agreement (the “Consultant Agreement”) with a consultant (the “Consultant”)

to provide services to the Company, including assisting the Company to promote, market and sell the Company’s technology to potential

customers and make strategic introductions and inquiries with interested parties in the financial community.

Pursuant to the Consultant

Agreement and in partial consideration for such consulting services, the Company issued to the Consultant (i) 5,000 shares of restricted

common stock of the Company, (ii) a warrant to purchase 12,500 shares of common stock at an exercise price of $4.00 per share and exercisable

for a term of 36 months from the date of issuance, and (iii) a warrant to purchase 12,500 shares of common stock at an exercise price

of $6.00 per share and exercisable for a term of 36 months from the date of issuance .

issuance was approved by the Company’s board of directors in February 2024.

the six and three-month periods ended June 30, 2025 and 2024, the Company recorded $ 0 , $ 0

and $ 0 respectively, as stock-based equity awards with respect to the Consultant.

AND ITS SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial

Statements (Unaudited)

dollars in thousands (except share data and

per share data)

Note 5 - Contingencies and Commitments

In July 2024, the Company was served with a legal complaint filed by Shimon Shukron in the Magistrate’s Court in Herzliya for a monetary award in an amount of NIS 1,895,345 (approximately $ 510 ).

The plaintiff alleges that due to the fire that broke out at Orgad’s warehouse in January 2023, the fire spread to the plaintiff’s business and caused heavy damage to the structure and contents, inventory of the business and loss of profits.

The Company filed its statement of defense in September 2024.

At this preliminary stage, the plaintiff did not provide sufficient documents to support his claims regarding the extent of the alleged damage.

Based on the Company’s legal advisors, the Company cannot evaluate the

chances of the claim to succeed, at this stage.

Note 6 - Goodwill

The aggregate carrying amounts of goodwill

allocated to each reporting unit are as follows:

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

5 - Contingencies and Commitments

July 2024, the Company was served with a legal complaint filed by Shimon Shukron in the Magistrate’s Court in Herzliya (the

“Court”) for a monetary award in an amount of NIS 1,895,345

(approximately $ 510 ).

The plaintiff alleges that due to the fire that broke out at Orgad’s warehouse in January 2023, the fire spread to the

plaintiff’s business and caused heavy damage to the structure and contents, inventory of the business and loss of profits.

Company filed its statement of defense in September 2024.

At this preliminary stage, the plaintiff did not provide sufficient

documents to support his claims regarding the extent of the alleged damage.

In June 2025, the Court appointed a third party

appraiser to assess the damages.

The Company evaluates the claim at a sum of NIS 175,000

(approximately $ 51 ),

at this stage.

6 – Business Combination

On May 9, 2025, a newly-formed, wholly-owned subsidiary of the Company,

New Percentil, entered into a production unit transfer agreement with Casi Nuevo, pursuant to which New Percentil acquired a production

unit of Casi Nuevo with a trade name of Percentil that was judicially awarded to the Company in April 2025 within the framework of insolvency

proceedings of Casi Nuevo filed with Commercial Court No.

13 of Madrid (Spain).

The Acquisition was completed on May 9, 2025.

results of operations of New Percentil have been included in the consolidated financial statements since the acquisition date of May

New Percentil revenues included in the Company’s consolidated statement of operations from May 9, 2025 through June 30,

2025 were $ 168 .

Consideration

The Company paid € 40,000 (approximately $ 45 )

and assumed liabilities which the Company had prior to bankruptcy as agreed with the insolvency court.

assets acquired and liabilities assumed

the preliminary purchase price allocation, the Company allocated the purchase price to tangible and identified intangible assets acquired

and liabilities assumed based on the preliminary estimates of their fair values, which were determined using generally accepted valuation

techniques based on estimates and assumptions made by management at the time of the acquisition.

Such estimates are subject to change

during the measurement period which is not expected to exceed one year.

The purchase price allocation was not finalized duo to examination

of the net working capital of New Percentil at the acquisition date.

Any adjustments to the preliminary purchase price allocation identified

during the measurement period will be recognized in the period in which the adjustments are determined.

AND ITS SUBSIDIARIES

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

6 – Business Combination (Cont.)

following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date:

Schedule of Preliminary Fair Value of Assets

Acquired and Liabilities

Thousands USD

Other payables

Sellers payables

Long-term payables

Total consideration paid

estimated useful life of the technology is 2 years.

technology was calculated using MEEM replacement cost and is ranked as Level 3 assets as there is

no active market.

Acquisition-related

Company did not incur any direct transaction costs during the six month period ended June 30, 2025 which were included in general

and administrative expenses in the consolidated statements of income (loss).

of June 30, 2025 the Company has experienced a triggering event in the reporting period due to sustained decreases in the Company’s

share price and a decline in actual and forecasted operating results, prompting impairment assessments of goodwill and long-lived assets

including definite-lived intangibles.

table below indicates changes in the most significant inputs to the Company’s impairment analysis on each testing date since its

last annual test for the Fashion and equipment e-commerce platform segment.

Schedule of Impairment Analysis

7.5 %- 65.6 %

7.5 %- 31.6 %

June 2025, the Company updated the forecasted future cash flows used in the impairment assessment, including revenues and margin to reflect

current conditions.

Other changes in valuation assumptions included selection of lower revenue growth rates based upon an assessment

of current market conditions.

As a result of this review, the Company did not identify an impairment to its definite-lived intangible

assets or other long-lived assets, but the Company recorded a $ 144 non-deductible goodwill impairment charge for the quarter ended June

30, 2025 (level 3 fair value measurement).

impairment charge was recorded within Impairment of goodwill, within the Consolidated Statement of Operations, and within the

Fashion and equipment e-commerce platform segment for the six months ended June 30, 2025.

aggregate carrying amounts of goodwill allocated to each reporting unit are as follows:

of Aggregate Carrying Amount Of Goodwill

SaaS Solutions

Resale platform

Fashion and equipment e-commerce platform

MY SIZE, INC.

AND ITS SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial

Statements (Unaudited)

dollars in thousands (except share data and

per share data)

Note 7 – Operating Segments

The Company has the following two

(i) fashion and equipment e-commerce platform, and (ii) SaaS based innovative artificial intelligence driven measurement solutions.

This realignment reflects the way resources are allocated and performance is assessed by the Chief Operating Decision Maker.

and equipment e-commerce platform which represents Orgad’s activity that was acquired by the Company in 2022, mainly operates on

The SaaS based innovative artificial intelligence driven measurement solutions, or SaaS Solutions operating segment consists

of the Company and certain of its subsidiaries, My Size Israel, My Size LLC and Naiz.

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

8 – Operating Segments

Company has the following three

(i) fashion and equipment e-commerce platform, (ii) SaaS based innovative artificial intelligence driven measurement

solutions and (iii) resale platform for apparel.

This realignment reflects the way resources are allocated, and performance is

assessed by the Chief Operating Decision Maker.

The fashion and equipment e-commerce platform which represents Orgad’s

activity that was acquired by the Company in 2022, mainly operates on Amazon.

The SaaS based innovative artificial intelligence

driven measurement solutions, or SaaS Solutions operating segment consists of the Company and certain of its subsidiaries, My Size

Israel, My Size LLC and Naiz.

The resale platform currently operates as a sperate segment under New Percentil

following the closing of the Acquisition in May 2025.

The Company is evaluating and integrating into this segment and may consolidate

it in the future.

Company operating segments are the same as its reportable segments.

CODM reviews total operating expenses and consolidated net loss to assess performance, forecast future financial results, and allocate

In assessing the Company's financial performance and making strategic decisions, the CODM regularly reviews segment loss and

operating expenses by function.

This includes a review of budget versus actual expenses and cost of goods, sales and marketing salaries,

and other segment expenses.

For the fashion and equipment e-commerce platform operating segment, the CODM also reviews gross profit and

For the SaaS Solutions operating segment, the CODM also reviews research and development expenses.

Revenue, costs of goods and other costs

and expenses are generally directly attributed to the segments.

These expenses include research and development-related expenses, costs

of Amazon fees, cost of goods, and legal-related costs.

Indirect costs are allocated to segments based on a reasonable allocation methodology,

when such costs are significant to the performance measures of the operating segments.

Indirect operating expenses, such as insurance,

legal, and audit services, are mostly allocated based on revenues, most of which is allocated to the fashion and equipment e-commerce

platform segment.

Information related to the operations of

the Company’s reportable operating segments is set forth below:

CODM reviews total operating expenses and consolidated net loss to assess performance, forecast future financial results, and

allocate resources.

In assessing the Company’s financial performance and making strategic decisions, the CODM regularly

reviews segment operational loss and operating expenses by function.

This includes a review of budget versus actual expenses and

cost of goods, sales and marketing salaries, and other segment expenses.

For the fashion and equipment e-commerce platform operating

segment, the CODM also reviews gross profit and Amazon fees.

For the SaaS Solutions operating segment, the CODM also reviews

research and development expenses.

costs of goods and other costs and expenses are generally directly attributed to the segments.

These expenses include research and development-related

expenses, costs of Amazon fees, cost of goods, and legal-related costs.

Indirect costs are allocated to segments based on a reasonable

allocation methodology, when such costs are significant to the performance measures of the operating segments.

Indirect operating expenses,

such as insurance, legal, and audit services, are mostly allocated based on revenues, most of which is allocated to the fashion and equipment

e-commerce platform segment.

related to the operations of the Company’s reportable operating segments is set forth below:

of Reportable Operating Segments

Fashion and equipment

As of the three months ended March 31, 2025

of the six months ended June 30, 2025

from external customers

and development expenses

and marketing Salaries

Segment Items (*)

Reconciliation

of Profit or Loss

income, (expense) net

non-cash items:

based payments

segments include shared based payments, rent and related expenses, professional services, insurance and other expenses.

As of the six months

ended June 30, 2025

AND ITS SUBSIDIARIES

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

As of the six months ended June 30, 2024

Revenues from external customers

4 unchanged sentences

Reconciliation of Profit or Loss

Financial income, (expense) net

Loss before income taxes

1 unchanged sentence

Share based payments

Other segments items include shared based payments, rent and related expenses, professional services, insurance and other expenses.

Saas Solution

As of March 31, 2025:

As of the three months ended March 31, 2024

segments include shared based payments, rent and related expenses, professional services, insurance and other expenses.

of the three months ended June 30, 2025

from external customers

and development expenses

and marketing Salaries

Segment Items (*)

Reconciliation

of Profit or Loss

Financial income, (expense) net

non-cash items:

based payments

(*) Other segments

items include shared based payments, rent and related expenses, professional services, insurance and other expenses.

AND ITS SUBSIDIARIES

to Condensed Consolidated Interim Financial Statements (Unaudited)

dollars in thousands (except share data and per share data)

As of the three months ended June 30, 2024

Revenues from external customers

4 unchanged sentences

Reconciliation of Profit or Loss

Financial income, (expense) net

Loss before income taxes

1 unchanged sentence

Share based payments

(*) Other segments

items include shared based payments, rent and related expenses, professional services, insurance and other expenses.

Saas Solution

As of December 31, 2024:

MY SIZE, INC.

AND ITS SUBSIDIARIES

Notes to Condensed Consolidated Interim Financial

Statements (Unaudited)

dollars in thousands (except share data and

per share data)

Note 8 – Significant events

during the reporting period .

On January 21, 2025, the Company

entered into an At The Market Offering Agreement (the “Offering Agreement”), with H.C.

Wainwright & Co., LLC

(“Wainwright”), pursuant to which the Company may offer and sell, from time to time through Wainwright shares of the

December 31, 2024

9 – Significant events during the reporting period.

January 21, 2025, the Company entered into an At The Market Offering Agreement (the “Offering Agreement”), with H.C.

Wainwright & Co., LLC (“Wainwright”), pursuant to which the Company may offer and sell, from time to time through Wainwright shares of the

Company’s common stock having an aggregate offering price of up to $ 4.1

4 unchanged sentences

The Company agreed to pay to

Wainwright a cash commission of 3% of the gross sales price of any shares of common stock sold under the Offering Agreement.

As of March 31, 2025, the Company sold 60,589

shares pursuant to the Offering Agreement for aggregate gross proceeds of approximately $ 142 .

Note 9 – Events subsequent to the balance

In connection with the Offering Agreement described in note 8.

As of May 15, 2025, the Company sold 992,328

Wainwright a cash commission of 3% of the gross sales price of any Common Stock sold under the Offering Agreement.

As of June 30, 2025, the Company sold 1,052,917

shares pursuant to the Offering Agreement for aggregate gross proceeds of approximately $ 2,201

On May 9, 2025, a newly-formed, wholly-owned subsidiary of the Company, New Percentil,

S.L., a limited liability company incorporated under the laws of Spain (“New Percentil”), entered into a production unit transfer

agreement with Casi Nuevo Kids, S.L., a limited liability company incorporated under the laws of Spain (“Casi

Nuevo”), pursuant to which New Percentil acquired (the “Acquisition”) a production unit of Casi Nuevo with a trade name

of Percentil that was judicially awarded to the Company in April 2025 within

the framework of insolvency proceedings of Casi Nuevo filed with Commercial Court No.

13 of Madrid (Spain).

The Acquisition was completed

on May 9, 2025.

The Company paid a total transaction

value of 610 euro (approximately $ 679 ), consisting of a 40 euro (approximately $ 45 ) cash payment and the assumption of certain customer

and labor liabilities and debt and social security payments in the aggregate amount of approximately 570 euro (approximately $ 634 ).

Acquisition was financed through existing cash reserves and does not involve the issuance of additional shares or debt.

The initial accounting for the business

combination is incomplete at the time the financial statements are issued as The acquisition was completed a few days before the filling.

Prepaid legal and auditing costs are classified as other receivables in

the balance sheet.

10 – Events subsequent to the balance sheet date

On July 21, 2025, the Company established Ten Peacks Ltd., which is incorporated

in Israel and is a wholly-owned subsidiary of My Size Israel, that focuses on marketing and distribution of global apparel

and shoes brands in Israel.

to the balance sheet date and prior to the issuance of these financial statements, in connection with the Offering Agreement described

in note 9 above, the Company sold additional 153,783

shares of common pursuant to the Offering Agreement for aggregate gross proceeds of approximately $ 2 18 .

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements