Cyabra Inc美股招股说明书(2026-07-08版)

PROSPECTUS SUPPLEMENT NO. 2(TO PROSPECTUS DATED MARCH 27, 2026) This prospectus supplement supplements the prospectus dated March 27, 2026 (the “Prospectus”), which forms a part of ourRegistration Statement on Form S-1 (Registration No. 333-293035). This prospectus supplement is being filed to update andsupplement the information in the Prospectus with the information contained in our Quarterly Report on Form 10-Q filed with theSecurities and Exchange Commission on May 15, 2026 (the “Quarterly Report on Form 10-Q”). Accordingly, we have attached theQuarterly Report on Form 10-Q to this prospectus supplement. Capitalized terms used herein and not otherwise defined shall have themeanings set forth in the Prospectus. Our Common Stock is listed on The Nasdaq Global Market (“Nasdaq”) under the symbol “CYAB.” On July 7, 2026, the lastreported sales price of our Common Stock on Nasdaq was $0.422 per share. This prospectus supplement should be read in conjunction with the Prospectus, including any amendments or supplements to it,which is to be delivered with this prospectus supplement. This prospectus supplement is qualified by reference to the Prospectus,including any amendments or supplements thereto, except to the extent that the information provided by this prospectus supplementsupersedes information contained in the Prospectus. This prospectus supplement is not complete without, and may not be delivered or used except in conjunction with, the Prospectus,including any amendments or supplements to it. Investing in our securities involves a high degree of risk. You should review carefully the risks and uncertainties describedin the section titled “Risk Factors” beginning on page 8 of the Prospectus, and under similar headings in any amendments orsupplements to the Prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities, or passed upon the accuracy or adequacy of this prospectus supplement. Any representation to the contrary isa criminal offense. The date of this prospectus supplement is July 8, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-43214 Cyabra, Inc.(Exact name of registrant as specified in its charter) +972-54-768-8642(Registrant’s telephone number, including area code) Not applicable(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregistered Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☐ Smaller reporting company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No☒ As of May 14, 2026, the number of outstanding shares of the registrant’s common stock, par value $0.0001 per share, was 14,064,191. CYABRA, INC.FORM 10-Q TABLE OF CONTENTS PagePart IFinancial Information1Item 1.Financial Statements (unaudited)1Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025F-2Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025F-3Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the three months ended March 31,2026 and 2025F-4Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025F-5Notes to Condensed Consolidated Financial StatementsF-6Item 2.Management’s Discussion and Analysis