Poduska John William SR Form 3 ReWalk Robotics / JOHN WILLIAM PODUSKA SR ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

PODUSKA JOHN WILLIAM SR

(Last) (First) (Middle)

C/O REWALK ROBOTICS LTD.

3 HATNUFA ST., P.O. BOX 161

(Street)

YOKNEAM ILIT L3 20692203

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/31/2015

3. Issuer Name and Ticker or Trading Symbol
ReWalk Robotics Ltd. [ RWLK ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares, par value NIS 0.01 per share	6,022(1)	I	ESOP

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (Right to buy)	(2)	12/15/2024	Ordinary Shares	12,546	20.77	D
Option (Right to buy)	(3)	12/03/2025	Ordinary Shares	4,176	7.3	D

Explanation of Responses:

1. Represents 6,022 Ordinary Shares issuable upon the vesting of restricted stock units ("RSUs") granted under the ReWalk 2014 Equity Incentive Plan on December 15, 2014. One-third, or 2,007 Ordinary Shares, of the RSUs vested on the first anniversary of the date of grant and the remaining RSUs vest in equal quarterly installments of 501 Ordinary Shares each starting one quarter following the first anniversary of the date of grant.

2. Represents stock options granted under the ReWalk 2014 Equity Incentive Plan on December 15, 2014. The options become vested and exercisable in 12 equal quarterly installments starting three months following the date of grant.

3. Represents stock options granted under the ReWalk 2014 Equity Incentive Plan on December 3, 2015. The options become vested and exercisable in four equal quarterly installments starting three months following the date of grant.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Kevin Hershberger as attorney-in-fact	12/31/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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