NanoVibronix (NAOV) 10-K 15 Apr 22 2021 FY Annual report Financial data

Cover

Cover - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Apr. 14, 2022	Jun. 30, 2021
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2021
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	001-36445
Entity Registrant Name	NanoVibronix, Inc.
Entity Central Index Key	0001326706
Entity Tax Identification Number	01-0801232
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	525 Executive Blvd.
Entity Address, City or Town	Elmsford
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10523
City Area Code	(914)
Local Phone Number	233-3004
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	NOAV
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 9,447,579
Entity Common Stock, Shares Outstanding		27,997,793
Documents Incorporated by Reference	The information required by Part III of this Form 10-K, to the extent not set forth herein, is incorporated by reference from the registrant’s definitive proxy statement for its 2021 Annual Meeting of Stockholders. Such proxy statement shall be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.
ICFR Auditor Attestation Flag	false
Auditor Firm ID	688
Auditor Name	Marcum LLP
Auditor Location	New York, NY

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash	$ 7,737	$ 7,142
Restricted cash		391
Trade receivables	200	25
Other accounts receivable and prepaid expenses	230	267
Inventory	175	145
Total current assets	8,342	7,970
Noncurrent assets:
Fixed assets, net	5	4
Other assets	19	25
Severance pay fund	207	199
Operating lease right-of-use assets, net	49	31
Total non-current assets	280	259
Total assets	8,622	8,229
Current liabilities:
Trade payables	87	144
Other accounts payable and accrued expenses	1,723	488
Shares issued in excess of authorized		2,257
Deferred revenue	44
Operating lease liabilities, current	49	13
Total current liabilities	1,903	2,902
Non-current liabilities:
Accrued severance pay	253	245
Deferred licensing income	153	199
Operating lease liabilities, non-current		18
Derivative liabilities		2,471
Total liabilities	2,309	5,835
Commitments and contingencies
Stockholders’ equity:
Common stock of $0.001 par value - Authorized: 40,000,000 and 24,109,634 shares at December 31, 2021 and 2020, respectively; Issued and outstanding: 27,997,793 and 21,246,523 shares at December 31, 2021 and 2020, respectively	28	22
Additional paid in capital	63,162	44,959
Accumulated other comprehensive income	60	66
Accumulated deficit	(56,937)	(42,655)
Total stockholders’ equity	6,313	2,394
Total liabilities and stockholders’ equity	8,622	8,229
Series C Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value		1
Series D Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value
Series E Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value		$ 1

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	40,000,000	24,109,634
Common stock, shares issued	27,997,793	21,246,523
Common stock, shares outstanding	27,997,793	21,246,523
Series C Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,000,000	3,000,000
Preferred stock, shares issued	0	666,667
Preferred stock, shares outstanding	0	666,667
Series D Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	506	506
Preferred stock, shares issued	0	153
Preferred stock, shares outstanding	0	153
Series E Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,999,494	1,999,494
Preferred stock, shares issued	0	875,000
Preferred stock, shares outstanding	0	875,000

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenues	$ 1,695	$ 623
Cost of revenues	925	409
Gross profit	770	214
Operating expenses:
Research and development	293	171
Selling and marketing	1,101	993
General and administrative	5,059	3,769
Total operating expenses	6,453	4,933
Loss from operations	(5,683)	(4,719)
Interest expense		(147)
Gain on forgiveness of PPP loan		42
Financial income (expense), net	(48)
Change in fair value of derivative liabilities	(6,956)	513
Gain on purchase of warrants	64
Warrant modification expense	(1,627)
Loss before taxes	(14,250)	(4,311)
Income tax expense	(32)	(15)
Net loss	$ (14,282)	$ (4,326)
Basic and diluted net loss available for holders of common stock, Series C Preferred Stock and Series D Preferred Stock	$ (0.57)	$ (0.42)
Weighted average common shares outstanding:
Basic and diluted	25,162,823	10,298,117
Comprehensive loss:
Net loss available to common stockholders	$ (14,282)	$ (4,326)
Change in foreign currency translation adjustments	(6)	66
Comprehensive loss available to common stockholders	$ (14,288)	$ (4,260)

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands	Preferred Stock [Member]Series C Preferred Stock [Member]	Preferred Stock [Member]Series D Preferred Stock [Member]	Preferred Stock [Member]Series E Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2019	$ 2		$ 2	$ 5	$ 39,669		$ (38,329)	$ 1,347
Balance, shares at Dec. 31, 2019	2,993,142	304	1,825,000	4,203,764
Stock-based compensation					376			376
Issuance of common stock for services					566			566
Issuance of common stock for services, shares				375,000
Issuance of common stock for cash				$ 13	4,225			4,238
Issuance of common stock for cash, shares				11,993,979
Reclass shares issued to liability due to lack of authorized shares				$ 1				1
Reclass shares issued to liability due to lack of authorized shares, shares				1,246,523
Warrants issued with notes payable					123			123
Exchange of Series C Preferred Stock into Common Stock	$ (1)			$ 1
Exchange of Series C Preferred Stock into Common Stock, shares	(2,326,475)			2,326,475
Exchange of Series D Preferred Stock into Common Stock
Exchange of Series D Preferred Stock into Common Stock, shares		(151)		150,782
Exchange of Series E Preferred Stock into Common Stock			$ (1)	$ 2				1
Exchange of Series E Preferred Stock into Common Stock, shares			(950,000)	950,000
Currency translation adjustment						66		66
Net loss							(4,326)	(4,326)
Balance at Dec. 31, 2020	$ 1		$ 1	$ 22	44,959	66	(42,655)	2,394
Balance, shares at Dec. 31, 2020	666,667	153	875,000	21,246,523
Stock-based compensation					190			190
Exercise of warrants				$ 4	7,050			7,054
Exercise of warrant, shares				5,056,603
Reclass of derivative liabilities to APIC					10,963			10,963
Conversion of Series C Preferred Stock into Common Stock	$ (1)			$ 1
Conversion of Series C Preferred Stock into Common Stock, shares	(666,667)			666,667
Conversion of Series D Preferred Stock into Common Stock
Conversion of Series D Preferred Stock into Common Stock, shares		(153)		153,000
Conversion of Series E Preferred Stock into Common Stock			$ (1)	$ 1
Conversion of Series E Preferred Stock into Common Stock, shares			(875,000)	875,000
Currency translation adjustment						(6)		(6)
Net loss							(14,282)	(14,282)
Balance at Dec. 31, 2021				$ 28	$ 63,162	$ 60	$ (56,937)	$ 6,313
Balance, shares at Dec. 31, 2021				27,997,793

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (14,282)	$ (4,326)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	2	2
Stock-based compensation	382	376
Noncash interest expense		123
Gain on forgiveness of PPP Loan		(42)
Arbitration settlement expense	1,500
Warrant modification expense	1,627
Warrants received as licensing fee		(23)
Change in fair value of equity investment	6
Change in fair value of derivative liabilities	6,956	(513)
Other expense related to extension of warrants
Loss on extinguishment of derivative liability
Common stock payable to consultant		566
Gain on purchase of warrants	(64)
Changes in operating assets and liabilities:
Trade receivable	(175)	86
Other accounts receivable and prepaid expenses	37	1
Inventory	(30)	(26)
Trade payables	(59)	16
Other accounts payable and accrued expenses	(265)	209
Deferred revenue	(2)	199
Accrued severance pay, net		(39)
Net cash used in operating activities	(4,367)	(3,391)
Cash flows from investing activities:
Purchases of property plant and equipment	(3)	(2)
Net cash used in investing activities	(3)	(2)
Cash flows from financing activities:
Proceeds from issuance of notes payable		42
Proceeds from note issued to related party		200
Payments of note payable to related party		(200)
Proceeds from sale of common stock, net		9,479
Proceeds from exercise of warrants	4,968	1
Buy back of warrants from investor	(388)
Net cash provided by financing activities	4,580	9,522
Effects of currency translation on cash	(6)	66
Net increase in cash, cash equivalents and restricted cash	204	6,195
Cash, cash equivalents and restricted cash at beginning of period	7,533	1,338
Cash, cash equivalents and restricted cash at end of period	7,737	7,533
Supplemental disclosures of cash flow information:
Cash paid for interest
Cash paid for taxes
Supplemental non-cash financing and investing activities:
Reclass warrants to non-derivative instruments
Discount on notes payable		123
Exchange of common stock into Preferred Stock	1
Shares issued from exercise of warrants previously classified as derivative liability	2,087	2,984
Reclass derivative liability to equity due to increase in authorized shares	8,706
Reclass equity to liability due to over issuance of shares		2,257
Reclass liability to equity after increase in authorized shares	$ 2,257

DESCRIPTION OF BUSINESS

DESCRIPTION OF BUSINESS	12 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS	NOTE 1 - DESCRIPTION OF BUSINESS NanoVibronix, Inc. (the “Company”), a Delaware corporation, commenced operations on October 20, 2003, and is a medical device company focusing on noninvasive biological response-activating devices that target wound healing and pain therapy and can be administered at home, without the assistance of medical professionals. The Company’s principal research and development activities are conducted in Israel through its wholly-owned subsidiary, NanoVibronix Ltd., a company registered in Israel, which commenced operations in October 2003.

LIQUIDITY AND PLAN OF OPERATION

LIQUIDITY AND PLAN OF OPERATIONS	12 Months Ended
	Dec. 31, 2021
Liquidity And Plan Of Operations
LIQUIDITY AND PLAN OF OPERATIONS	NOTE 2 - LIQUIDITY AND PLAN OF OPERATIONS The Company’s ability to continue to operate is dependent mainly on its ability to successfully market and sell its products and the receipt of additional financing until profitability is achieved. In 2021, the Company’s cash used in operations was $ 4,367 4,968 7,737

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and principles of consolidation The accompanying consolidated financial statements include the accounts of NanoVibronix, Inc. and its wholly owned subsidiary. Intercompany accounts and transactions have been eliminated. The preparation of these consolidated financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles (“US GAAP”) requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Foreign currency translation Non-U.S. dollar denominated transactions and balances have been re-measured to U.S. dollars. All gains and losses from re-measurement of monetary balance sheet items denominated in non-U.S. dollar currencies are reflected in the statements of operations as other comprehensive income, as appropriate. The cumulative translation losses and gains as of the years ended December 31, 2021 and 2020 were $ 6 and $ 66 , respectively. Earnings per share Basic loss per share was computed using the weighted average number of common shares outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock option, warrants and exercise of preferred stock as of December 31, 2021 and 2020, respectively, were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been antidilutive. Inventory Inventories are stated at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Cost is determined using the “first-in, first-out” method. Inventory write-offs are provided to cover risks arising from slow-moving items or technological obsolescence. The Company periodically evaluates the quantities on hand relative to current and historical selling prices and historical and projected sales volume. Based on this evaluation, provisions are made when required to write-down inventory to its net market value. As of December 31, 2021 and 2020, there was no Property and equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: SCHEDULE OF DEPRECIATION CALCULATED OVER ESTIMATED USEFUL LIVES OF ASSETS Years Computers and peripheral equipment 3 Office furniture and equipment 5 7 Impairment of Long-Lived Assets Management reviews for impairment whenever events or changes in circumstances indicate that the carrying amount of property and equipment may not be recoverable under the provisions of accounting for the impairment of long-lived assets. If it is determined that an impairment loss has occurred based upon expected future cash flows, the loss is recognized in the Consolidated Statements of Operations. Sequencing The Company adopted a sequencing policy under ASC 815-40-35 whereby if reclassification of contracts from equity to liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares. This was due to the Company committing more shares than authorized. While temporary suspensions are in place to keep the potential exercises beneath the number authorized, certain instruments are classified as liabilities, after allocating available authorized shares on the basis of the most recent grant date of potentially dilutive instruments. Pursuant to ASC 815, issuances of securities granted as compensation in a share-based payment arrangement are not subject to the sequencing policy. Derivative Liability The Company’s derivative financial instruments are measured at fair value using the Black Scholes Model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock and its expected volatility, expected dividends on the stock and the risk-free interest rate for the term of the instrument. The liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss under the caption “Change in fair value of derivative liabilities.” As of December 31, 2021 and 2020, there were $ 0 2,471 Severance pay The Company’s liability for severance pay is for its Israeli employees and is calculated pursuant to Israeli Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date and is in large part covered by regular deposits with recognized pension funds, deposits with severance pay funds and purchases of insurance policies. The value of these deposits and policies is recorded as an asset in the Company’s balance sheet. Accrued severance pay liability at December 31, 2021 and 2020 was $ 253 245 Revenue recognition It is the Company’s policy that revenues from product sales is recognized in accordance with ASC 606 “Revenue Recognition.” Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer. The amount of revenue recognized is the amount allocated to the satisfied performance obligation. Adoption of ASC 606 has not changed the timing and nature of the Company’s revenue recognition and there has been no material effect on the Company’s financial statements. Revenue from product sales is recorded at the net sales price, or “transaction price,” which includes estimates of variable consideration that result from coupons, discounts, chargebacks and distributor fees, processing fees, as well as allowances for returns and government rebates. The Company constrains revenue by giving consideration to factors that could otherwise lead to a probable reversal of revenue. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. Revenues from sales to distributors are recognized at the time the products are delivered to the distributors (“sell-in”). The Company does not grant rights of return, credits, rebates, price protection, or other privileges on its products to distributors. Income taxes The Company accounts for income taxes in accordance with ASC 740, “Income Taxes”. This topic prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides full valuation allowance, to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company implements a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions on the income tax expense line in the accompanying consolidated statement of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheet. Stock-based compensation The Company selected the Black-Scholes-Merton option pricing model as the most appropriate fair value method for its stock-options awards. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon similar traded companies’ historical share price movements. The expected option term represents the period that the Company’s stock options are expected to be outstanding. The Company currently uses the simplified method and will continue to do so until sufficient historical exercise data supports using expected life assumptions. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The expected dividend yield assumption is based on the Company’s historical experience and expectation of no future dividend payouts. The Company has historically not paid cash dividends and has no foreseeable plans to pay cash dividends in the future.

PREPAID EXPENSES AND OTHER RECE

PREPAID EXPENSES AND OTHER RECEIVABLES	12 Months Ended
	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
PREPAID EXPENSES AND OTHER RECEIVABLES	NOTE 4 - PREPAID EXPENSES AND OTHER RECEIVABLES Prepaid expenses and other receivables consist of the following: SCHEDULE OF PREPAID EXPENSES AND OTHER RECEIVABLES December 31, 2021 2020 Prepaid expenses $ 166 $ 199 Other receivables 64 68 Prepaid Expenses and Other Receivable $ 230 $ 267

INVENTORY

INVENTORY	12 Months Ended
	Dec. 31, 2021
Inventory Disclosure [Abstract]
INVENTORY	NOTE 5 – INVENTORY Inventory consists of the following components: SCHEDULE OF INVENTORY December 31, 2021 2020 Raw materials $ - $ 80 Finished goods 175 65 Inventory $ 175 $ 145

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 6 - STOCKHOLDERS’ EQUITY Common Stock The common stock confers upon the holders the right to receive notice to participate and vote in general meetings of the Company, and the right to receive dividends, if declared, and to participate in the distribution of the surplus assets and funds of the Company in the event of liquidation, dissolution or winding up of the Company. As of December 3, 2020, we had 20,000,000 19,850,014 149,986 396,509 396,509 246,523 2,657,144 2,657,144 4,109,634 20,000,000 24,109,635 4,109,635 20,000,000 24,109,635 4,109,635 On August 17, 2021, the Company’s stockholders voted to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to increase the number of shares of the Company’s Common Stock authorized for issuance from 24,109,635 40,000,000 Issuance of common stock for cash On August 24, 2020, the Company entered into an underwriting agreement with H.C. Wainwright & Co., LLC (“Wainwright”) (as amended and restated, the “August Underwriting Agreement”). Pursuant to the August Underwriting Agreement, the Company sold, in an upsized firm commitment offering, 4,531,434 0.75 2.7 339,858 August 24, 2025 0.9375 On September 22, 2020, the Company entered into an underwriting agreement with Wainwright (as amended and restated, the “September Underwriting Agreement”). Pursuant to the September Underwriting Agreement, the Company sold, in an upsized firm commitment offering, 1,794,783 1.00 1.4 134,609 September 22, 2025 1.25 On December 2, 2020, the Company entered into a Securities Purchase Agreement with certain institutional and accredited investors pursuant to which the Company issued and sold to such investors in a private placement (the “ Private Placement 5,914,285 0.70 2,657,144 Pre-funded Warrants 0.699 6.0 The Pre-funded Warrants have an exercise price of $ 0.001 A holder of a Pre-funded Warrant may not exercise any portion of such holder’s Pre-funded Warrants to the extent that the holder, together with its affiliates, would beneficially own more than 4.99% (or, at the election of the holder, 9.99%) of the Company’s outstanding shares of common stock immediately after exercise, except that upon at least 61 days’ prior notice from the holder to the Company, the holder may increase the beneficial ownership limitation to up to 9.99% of the number of shares of common stock outstanding immediately after giving effect to the exercise. The net proceeds to the Company from the Private Placement were approximately $ 5,400 Series C, D and E Preferred Stock conversion to common stock Each share of Series E Preferred Stock is convertible at any time and from time to time at the option of a holder of Series E Preferred Stock into one share of the Company’s common stock, provided that each holder would be prohibited from converting Series E Preferred Stock into shares of the Company’s common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of the Company’s common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company. During the years ended December 31, 2021 and 2020, shareholders converted 875,000 950,000 875,000 950,000 Each share of Series D Preferred Stock is convertible into 1,000 shares of common stock at any time at the option of the holders, provided that each holder would be prohibited from converting Series D Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 4.99% of the total number of shares of common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company. During the years ended December 31, 2021 and 2020, shareholders converted 153 151 153,000 151,000 Each share of Series C Preferred Stock is convertible into one share of common stock at any time at the option of the holders, provided that each holder would be prohibited from converting Series C Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company. During the years ended December 31, 2021 and 2020, shareholders converted 666,667 2,326,475 666,667 2,236,475 Stock-based compensation and options During the years ended December 31, 2021 and 2020, no 877,500 997,000 3 583 561 258 376 During the year ended , 13,845 On November 2, 2020, the Company entered into an option cancellation and release agreement with some of its option holders, pursuant to which the parties agreed to cancel options to purchase an aggregate of 804,788 2.57 6.00 1.00 SCHEDULE OF OPTIONS ACTIVITY Shares Under Options Weighted Average Exercise Price per Share Weighted Average Remaining Life (Years) Outstanding – December 31, 2020 1,748,544 $ 1.59 7.52 Granted 877,500 1.02 9.80 Forfeited (72,200 ) 3.99 3.98 Expired (13,845 ) 1.23 - Exercised - - - Outstanding – December 31, 2021 2,539,999 $ 1.33 7.77 The fair value for options granted in 2021 and 2020 is estimated at the date of grant using a Black-Scholes-Merton options pricing model with the following underlying assumptions: SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR OPTIONS GRANTED Price at valuation $ 0.72 2.07 Exercise price $ 0.72 2.07 Risk free interest 0.27 1.29 % Expected term (in years) 5 Volatility 60.9 82.7 % The total stock-based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table. SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED FOR SERVICES FROM EMPLOYEES AND NON-EMPLOYEES Year Ended December 31, 2021 2020 Research and development $ 17 $ 9 Selling and marketing 51 43 General and administrative 382 324 Total $ 450 $ 376 As of December 31, 2021, the total unrecognized estimated compensation cost related to non-vested stock options granted prior to that date was $ 413 2.19 Warrants During the year ended December 31, 2020, the Company granted 3,774,468 100,000 1,000,000 0.001 On December 2, 2020, we entered into a Securities Purchase Agreement with certain institutional and accredited investors pursuant to which the Company issued and sold to such investors in a private placement an aggregate of (i) 5,914,285 0.70 2,657,144 0.699 6.0 5.4 1,657,144 0.001 On January 21, 2021, Company entered into letter agreements (the “Letter Agreements”) with certain existing accredited investors to exercise certain outstanding warrants (the “Existing Warrants”) to purchase up to an aggregate of 1,205,968 1.165 1,205,967 1.04 1.4 The New Warrants were accounted for in warrant modification expense, which was measured at the amount equal to the incremental value reflecting the change in the fair value of the warrants before and after the Warrant Amendment. Accordingly, warrant modification expense in the amount of $ 1,627 In August and September 2021, investors exercised warrants to purchase 2,193,492 0.88 2.50 3.6 million. In estimating the warrants’ fair value, the Company used the following assumptions: SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR WARRANTS Risk free interest 1.44 % Dividend yield 0 % Volatility 55.6 56.5 % Contractual term (in years) 2 SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding – December 31, 2019 4,850,272 Granted 3,874,468 Exercised (1,000,000 ) Expired - Outstanding – December 31, 2020 7,724,740 Granted 1,205,967 Exercised (5,056,603 ) Exercised - cashless (281,424 ) Expired (620,001 ) Canceled (663,332 ) Outstanding – December 31, 2021 2,309,347

NOTES PAYABLE

NOTES PAYABLE	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
NOTES PAYABLE	NOTE 7 - NOTES PAYABLE PPP Loan In May 2020, the Company was granted a loan (the “PPP Loan”) in the amount of $ 42 The PPP Loan, which was in the form of a note that was granted on May 14, 2020, matures in two 1.00 th 42 Unsecured Note On June 22, 2020, the Company issued and sold to a related party an unsecured promissory note in the principal amount of $ 200 10 one 4 SCHEDULE OF NOTES PAYABLE Notes payable: Total carrying value of notes payable at December 31, 2019 $ - Principal value of unsecured note issued during year ended December 31, 2020 $ 242 Forgiveness of notes payable (42 ) Payoff of unsecured note (200 ) Total carrying value of notes payable at December 31, 2020 $ - In addition to the promissory note, the Company granted a seven-year equity warrant to purchase 100,000 2.50 123 SUMMARY OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS Price at valuation $ 2.21 Exercise price $ 2.50 Risk free interest 0.34 % Expected term (in years) 7 Volatility 60.7 %

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	12 Months Ended
	Dec. 31, 2021
Derivative Liabilities
DERIVATIVE LIABILITIES	NOTE 8 - DERIVATIVE LIABILITIES During 2020, the Company established a sequencing policy to which common stock equivalents are exercisable to shares of common stock more than the Company’s authorized limit. It was determined that all options and warrants by the end of the year were no longer permitted to be classified as equity and were valued at fair market value using Black Scholes and recorded as derivative liabilities. On April 6, 2021, the Company agreed to buy back 663,332 368 0.88 0.94 451 64 A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s purchase warrants that were categorized within Level 3 of the fair value hierarchy during the year ended December 31, 2021 is as follows: SCHEDULE OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS Stock price $ 1.01 - $ 2.94 Conversion price $ 0.72 6.90 Contractual term (in years) 0.67 6.56 Volatility (annual) 82.7 211 % Risk-free rate 0.09 1.21 % The foregoing assumptions were reviewed quarterly and were subject to change based primarily on management’s assessment of the probability of the events described occurring. Financial Liabilities Measured at Fair Value on a Recurring Basis The fair value accounting standards define fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is determined based upon assumptions that market participants would use in pricing an asset or liability. Fair value measurements are rated on a three-tier hierarchy as follows: ● Level 1 inputs: Quoted prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 inputs: Inputs, other than quoted prices included in Level 1, that are observable either directly or indirectly; and ● Level 3 inputs: Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions. There were no transfers between Level 3 during the years ended December 31, 2021 and 2020. The following table presents changes in Level 3 asset and liability measured at fair value for the years ended December 31, 2021 and 2020: SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE As of December 31, 2021 Asset Liability Balance – December 31, 2019 $ - $ - New Issuances 25 2,983 Change in fair value of warrant liability - (512 ) Balance – December 31, 2020 $ 25 $ 2,471 New Issuances - 1,819 Fair value adjustments – Sanuwave warrants (6 ) - Fair value adjustments – Warrant liability - 6,956 Reclassification liability to equity - (10,793 ) Buy back of warrants - (453 ) Balance – December 31, 2021 $ 19 $ - The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy: SCHEDULE OF FAIR VALUE COMPANY’S ASSETS AND LIABILITIES Fair Value Measurements as of December 31, 2021 Level I Level II Level III Total Asset: Other assets $ - $ - $ 19 $ 19 Liability: Derivative liabilities $ - $ - $ - $ -

LEASES

LEASES	12 Months Ended
	Dec. 31, 2021
Leases
LEASES	Note 9 – LEASES The Company has operating lease agreements with terms up to 3 The Company’s weighted-average remaining lease term relating to its operating leases is 2.13 10 The Company incurred $ 38 The following table presents information about the amount and timing of liabilities arising from the Company’s operating leases as of December 31, 2021: SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES 2022 26 2023 25 2024 4 Total undiscounted operating lease payments 55 Less: Imputed interest 6 Present value of operating lease liabilities $ 49

LOSS PER SHARE APPLICABLE TO CO

LOSS PER SHARE APPLICABLE TO COMMON SHAREHOLDER	12 Months Ended
	Dec. 31, 2021
Earnings Per Share [Abstract]
LOSS PER SHARE APPLICABLE TO COMMON SHAREHOLDER	NOTE 10 - LOSS PER SHARE APPLICABLE TO COMMON SHAREHOLDER Basic net loss per common share (“Basic EPS”) is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. All outstanding share options and warrants for the years ended December 31, 2021 and 2020 have been excluded from the calculation of the diluted net loss per share because all such securities are anti-dilutive for all periods presented. The following table summarizes the Company’s securities, in common share equivalents, which have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI- DILUTIVE December 31, 2021 December 31, 2020 Series D Preferred Stock Shares - 153,000 Series E Preferred Stock Shares - 875,000 Stock Options - employee and non-employee 2,539,999 1,748,544 Warrants 2,309,347 7,724,740 Total 4,849,346 10,501,284 The diluted loss per share equals basic loss per share in the year ended December 31, 2021 and 2020 because the Company had a net loss and the impact of the assumed exercise of stock options and the vesting of restricted stock would have been anti-dilutive.

GEOGRAPHIC INFORMATION AND MAJO

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA	12 Months Ended
	Dec. 31, 2021
Segment Reporting [Abstract]
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA	NOTE 11 - GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA Summary information about geographic areas: The Company manages its business on the basis of one reportable segment and derives revenues from selling its products directly to patients as well as through distributor agreements. The following is a summary of revenues within geographic areas: SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS Year Ended December 31, 2021 2020 United States $ 1,627 $ 467 Europe 18 147 Israel 5 3 India - 1 Other 45 5 Total $ 1,695 $ 623 The Company’s long-lived assets are all located in Israel.

OTHER ASSETS

OTHER ASSETS	12 Months Ended
	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
OTHER ASSETS	NOTE 12– OTHER ASSETS On April 9, 2020, pursuant to a licensing agreement entered into in March 2020, the Company received 10 127,000 0.19 SCHEDULE OF WARRANTS ASSUMPTIONS Price at valuation $ 0.19 0.26 Exercise price $ 0.19 Risk free interest 0.66 0.73 % Expected term (in years) 10 Volatility 140.6 143.9 % The Company considers this to be level 3 inputs and is valued at each reporting period. The fair value of these warrants for the year ended December 31, 2021 was $ 18 6

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 13 - COMMITMENTS AND CONTINGENCIES Pending and settled litigation On December 17, 2019, a lawsuit was filed by a former officer and director, Jona Zumeris, in the Haifa Israel District Financial Court, seeking damages of approximately $ 900 700 391 366 On February 26, 2021, Protrade Systems, Inc. (“Protrade”) filed a Request for Arbitration (the “Request”) with the International Court of Arbitration (the “ICA”) of the International Chamber of Commerce alleging the Company is in breach of an Exclusive Distribution Agreement dated March 7, 2019 (the “Agreement”) between Protrade and the Company. Protrade alleges, in part, that the Company has breached the Agreement by discontinuing the manufacture of the DV0057 Painshield MD device in favor of an updated 10-100-001 Painshield MD device. Protrade claims damages estimated at $ 3 On March 15, 2022, the arbitrator issued a final award, which, although finding that Protrade’s claims failed as a matter of law or were unsupported by the evidence, nevertheless awarded Protrade $ 1,500,250 1,432,000 68,250 The Company continues to dispute the claims asserted by Protrade and intend to pursue the available options to vacate or seek correction of the award to Protrade. Other Risks On March 12, 2020, the World Health Organization declared COVID-19 to be a pandemic, and the COVID-19 pandemic has resulted in significant financial market volatility and uncertainty. A continuation or worsening of the levels of market disruption and volatility seen in the recent past could have an adverse effect on our ability to access capital, on our business, results of operations and financial condition, and on the market price of our common shares.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 14 – INCOME TAXES As of December 31, 2021, the U.S. Company had federal and pre-apportioned state net operating loss carry forward for tax purposes of approximately $ 30,010 . $ 16,056 of the federal net operating loss can be carried forward indefinitely but is limited to 80% utilization and $ 13,959 of the federal net operating loss can be offset against taxable income for 20 years. State net operating losses can also be carried forward for 20 years. Utilization of the U.S. net operating losses may be subject to substantial limitations in the event of a change of ownership under the provisions of the Internal Revenue Code of 1986. The Company has not performed an analysis but that the potential impact of any limitation would not be material to the financial statements since the respective DTAs are fully offset by a valuation allowance. Income tax expense is comprised of the following: SCHEDULE OF PROVISION FOR INCOME TAXES EXPENSES Year ended December 31, 2021 2020 Current Tax Federal State $ - $ - Foreign 32 15 Total $ 32 $ 15 Deferred Tax Federal $ (1,263 ) $ (584 ) State (131 ) (5 ) Foreign $ (4 ) 2 Total $ (1,398 ) $ (587 ) Less: Valuation Allowance 1,398 587 Total Tax $ 32 $ 15 The difference between the statutory tax rate of the Company and the effective tax rate is primarily the result of tax benefits generated by the Company and its subsidiary which have not been recognized due to the uncertainty that such tax benefits will ultimately be realized. A reconciliation of the statutory U.S Federal rate to the Company’s effective tax rate is as follows: SCHEDULE OF RECONCILIATION OF STATUTORY U.S. FEDERAL RATE Year ended December 31, 2021 2020 Federal income tax benefit at statutory rate 21.00 % 21.00 % State income taxes, net of federal benefit 0.92 % 0.12 % Foreign rate differential 0.02 % -0.08 % Permanent Items -13.04 % 2.22 % Change in valuation allowance -9.81 % -13.63 % Return to provision adjustments -0.01 % -4.03 % Forfeited options -0.16 % -7.33 % Other 0.86 % -1.39 % Effective tax rate -0.22 % -0.34 % Foreign tax Tax rates applicable to the income of the Israeli subsidiary: The Israeli corporate tax rate in 2021 and 2020 is 23 The subsidiary has final tax assessments through 2016. Loss before taxes: SCHEDULE OF INCOME BEFORE TAXES ON DOMESTIC AND FOREIGN Year ended December 31, 2021 2020 Domestic $ 14,333 $ 4,380 Foreign (82 ) (69 ) Loss before taxes $ 14,250 $ 4,311 Deferred income taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: SCHEDULE OF DEFERRED TAX ASSETS Year ended December 31, 2021 2020 Deferred tax assets: Net operating loss carry forward $ 6,563 $ 5,712 Arbitration accrual 414 - Stock compensation and other 327 175 Deferred tax assets before valuation allowance 7,304 5,887 Valuation allowance (7,304 ) (5,887 ) Net deferred tax asset $ - $ - For the year ended December 31, 2021 and 2020, the net increases in valuation allowance of $ 1,417 and $ 596 , respectively was primarily driven by the increase in net operating loss carryforwards. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that all or some portion of the deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences are deductible and net operating losses are able to be utilized. Based on consideration of these factors, the Company concluded that all of its recorded deferred tax assets are not more likely than not realizable and recorded a full valuation allowance at December 31, 2021 and 2020. The Company considers the earnings of its non-U.S. subsidiary to be indefinitely invested outside the United States on the basis of estimates that future domestic cash generation will be sufficient to meet future domestic cash needs and our specific plans for reinvestment of those subsidiary earnings. We have not recorded a deferred tax liability related to the U.S. federal and state income taxes as an estimate of undistributed earnings of foreign subsidiaries would not be practicable to estimate at this time. If the Company does decide to repatriate the foreign earnings, we would need to adjust our income tax provision in the period we determined that the earnings will no longer be indefinitely invested outside the United States. Reconciliation of the theoretical tax expense to the actual tax expense The main reconciling items between the statutory tax rate of the Company and the effective tax rate are the non-recognition of tax benefits from accumulated net operating loss carryforward among the Company and its subsidiary due to the uncertainty of the realization of such tax benefits. The Company recognizes interest and penalties related to unrecognized tax benefits in tax expense. During the year ended December 31, 2021, the Company accrued $ 0 U.S. federal and New York State income taxes are open for examination for years 2018-2021 and Israel tax returns are open for examination for years 2018-2021.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 15 - SUBSEQUENT EVENTS On March 2, 2022, the Company received a letter from the Listing Qualifications Department of the Nasdaq Stock Market (“ Nasdaq 1.00 On February 26, 2021, Protrade Systems, Inc. (“Protrade”) filed a Request for Arbitration (the “Request”) with the International Court of Arbitration (the “ICA”) of the International Chamber of Commerce alleging the Company is in breach of an Exclusive Distribution Agreement dated March 7, 2019 (the “Agreement”) between Protrade and the Company. Protrade alleges, in part, that the Company has breached the Agreement by discontinuing the manufacture of the DV0057 Painshield MD device in favor of an updated 10-100-001 Painshield MD device. Protrade claims damages estimated at $ 3 On March 15, 2022, the arbitrator issued a final award, which, although finding that Protrade’s claims failed as a matter of law or were unsupported by the evidence, nevertheless awarded Protrade $ 1,500,250 , which consists of $ 1,432,000 for “lost profits” and $ 68,250 as reimbursement of arbitration costs, on the grounds that the Company allegedly failed to supply Protrade with “requested patches.” The Company continues to dispute the claims asserted by Protrade and intends to pursue the available options to vacate or seek correction of the award to Protrade. As of December 31, 2021, the Company accrued the amount of the award to Protrade amounting to $ 1,500,250 as part of “General and administrative expenses” and “Other accounts payable and accrued expenses”.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of presentation and principles of consolidation	Basis of presentation and principles of consolidation The accompanying consolidated financial statements include the accounts of NanoVibronix, Inc. and its wholly owned subsidiary. Intercompany accounts and transactions have been eliminated. The preparation of these consolidated financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles (“US GAAP”) requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates.
Use of estimates	Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Foreign currency translation	Foreign currency translation Non-U.S. dollar denominated transactions and balances have been re-measured to U.S. dollars. All gains and losses from re-measurement of monetary balance sheet items denominated in non-U.S. dollar currencies are reflected in the statements of operations as other comprehensive income, as appropriate. The cumulative translation losses and gains as of the years ended December 31, 2021 and 2020 were $ 6 and $ 66 , respectively.
Earnings per share	Earnings per share Basic loss per share was computed using the weighted average number of common shares outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock option, warrants and exercise of preferred stock as of December 31, 2021 and 2020, respectively, were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been antidilutive.
Inventory	Inventory Inventories are stated at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Cost is determined using the “first-in, first-out” method. Inventory write-offs are provided to cover risks arising from slow-moving items or technological obsolescence. The Company periodically evaluates the quantities on hand relative to current and historical selling prices and historical and projected sales volume. Based on this evaluation, provisions are made when required to write-down inventory to its net market value. As of December 31, 2021 and 2020, there was no
Property and equipment	Property and equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: SCHEDULE OF DEPRECIATION CALCULATED OVER ESTIMATED USEFUL LIVES OF ASSETS Years Computers and peripheral equipment 3 Office furniture and equipment 5 7
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Management reviews for impairment whenever events or changes in circumstances indicate that the carrying amount of property and equipment may not be recoverable under the provisions of accounting for the impairment of long-lived assets. If it is determined that an impairment loss has occurred based upon expected future cash flows, the loss is recognized in the Consolidated Statements of Operations.
Sequencing	Sequencing The Company adopted a sequencing policy under ASC 815-40-35 whereby if reclassification of contracts from equity to liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares. This was due to the Company committing more shares than authorized. While temporary suspensions are in place to keep the potential exercises beneath the number authorized, certain instruments are classified as liabilities, after allocating available authorized shares on the basis of the most recent grant date of potentially dilutive instruments. Pursuant to ASC 815, issuances of securities granted as compensation in a share-based payment arrangement are not subject to the sequencing policy.
Derivative Liability	Derivative Liability The Company’s derivative financial instruments are measured at fair value using the Black Scholes Model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock and its expected volatility, expected dividends on the stock and the risk-free interest rate for the term of the instrument. The liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss under the caption “Change in fair value of derivative liabilities.” As of December 31, 2021 and 2020, there were $ 0 2,471
Severance pay	Severance pay The Company’s liability for severance pay is for its Israeli employees and is calculated pursuant to Israeli Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date and is in large part covered by regular deposits with recognized pension funds, deposits with severance pay funds and purchases of insurance policies. The value of these deposits and policies is recorded as an asset in the Company’s balance sheet. Accrued severance pay liability at December 31, 2021 and 2020 was $ 253 245
Revenue recognition	Revenue recognition It is the Company’s policy that revenues from product sales is recognized in accordance with ASC 606 “Revenue Recognition.” Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer. The amount of revenue recognized is the amount allocated to the satisfied performance obligation. Adoption of ASC 606 has not changed the timing and nature of the Company’s revenue recognition and there has been no material effect on the Company’s financial statements. Revenue from product sales is recorded at the net sales price, or “transaction price,” which includes estimates of variable consideration that result from coupons, discounts, chargebacks and distributor fees, processing fees, as well as allowances for returns and government rebates. The Company constrains revenue by giving consideration to factors that could otherwise lead to a probable reversal of revenue. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. Revenues from sales to distributors are recognized at the time the products are delivered to the distributors (“sell-in”). The Company does not grant rights of return, credits, rebates, price protection, or other privileges on its products to distributors.
Income taxes	Income taxes The Company accounts for income taxes in accordance with ASC 740, “Income Taxes”. This topic prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides full valuation allowance, to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company implements a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions on the income tax expense line in the accompanying consolidated statement of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheet.
Stock-based compensation	Stock-based compensation The Company selected the Black-Scholes-Merton option pricing model as the most appropriate fair value method for its stock-options awards. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon similar traded companies’ historical share price movements. The expected option term represents the period that the Company’s stock options are expected to be outstanding. The Company currently uses the simplified method and will continue to do so until sufficient historical exercise data supports using expected life assumptions. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The expected dividend yield assumption is based on the Company’s historical experience and expectation of no future dividend payouts. The Company has historically not paid cash dividends and has no foreseeable plans to pay cash dividends in the future.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
SCHEDULE OF DEPRECIATION CALCULATED OVER ESTIMATED USEFUL LIVES OF ASSETS	Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: SCHEDULE OF DEPRECIATION CALCULATED OVER ESTIMATED USEFUL LIVES OF ASSETS Years Computers and peripheral equipment 3 Office furniture and equipment 5 7

PREPAID EXPENSES AND OTHER RE_2

PREPAID EXPENSES AND OTHER RECEIVABLES (Tables)	12 Months Ended
	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
SCHEDULE OF PREPAID EXPENSES AND OTHER RECEIVABLES	Prepaid expenses and other receivables consist of the following: SCHEDULE OF PREPAID EXPENSES AND OTHER RECEIVABLES December 31, 2021 2020 Prepaid expenses $ 166 $ 199 Other receivables 64 68 Prepaid Expenses and Other Receivable $ 230 $ 267

INVENTORY (Tables)

INVENTORY (Tables)	12 Months Ended
	Dec. 31, 2021
Inventory Disclosure [Abstract]
SCHEDULE OF INVENTORY	Inventory consists of the following components: SCHEDULE OF INVENTORY December 31, 2021 2020 Raw materials $ - $ 80 Finished goods 175 65 Inventory $ 175 $ 145

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
SCHEDULE OF OPTIONS ACTIVITY	SCHEDULE OF OPTIONS ACTIVITY Shares Under Options Weighted Average Exercise Price per Share Weighted Average Remaining Life (Years) Outstanding – December 31, 2020 1,748,544 $ 1.59 7.52 Granted 877,500 1.02 9.80 Forfeited (72,200 ) 3.99 3.98 Expired (13,845 ) 1.23 - Exercised - - - Outstanding – December 31, 2021 2,539,999 $ 1.33 7.77
SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR OPTIONS GRANTED	The fair value for options granted in 2021 and 2020 is estimated at the date of grant using a Black-Scholes-Merton options pricing model with the following underlying assumptions: SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR OPTIONS GRANTED Price at valuation $ 0.72 2.07 Exercise price $ 0.72 2.07 Risk free interest 0.27 1.29 % Expected term (in years) 5 Volatility 60.9 82.7 %
SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED FOR SERVICES FROM EMPLOYEES AND NON-EMPLOYEES	The total stock-based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table. SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED FOR SERVICES FROM EMPLOYEES AND NON-EMPLOYEES Year Ended December 31, 2021 2020 Research and development $ 17 $ 9 Selling and marketing 51 43 General and administrative 382 324 Total $ 450 $ 376
SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR WARRANTS	In estimating the warrants’ fair value, the Company used the following assumptions: SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR WARRANTS Risk free interest 1.44 % Dividend yield 0 % Volatility 55.6 56.5 % Contractual term (in years) 2
SCHEDULE OF WARRANTS ACTIVITY	SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding – December 31, 2019 4,850,272 Granted 3,874,468 Exercised (1,000,000 ) Expired - Outstanding – December 31, 2020 7,724,740 Granted 1,205,967 Exercised (5,056,603 ) Exercised - cashless (281,424 ) Expired (620,001 ) Canceled (663,332 ) Outstanding – December 31, 2021 2,309,347

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
SCHEDULE OF NOTES PAYABLE	SCHEDULE OF NOTES PAYABLE Notes payable: Total carrying value of notes payable at December 31, 2019 $ - Principal value of unsecured note issued during year ended December 31, 2020 $ 242 Forgiveness of notes payable (42 ) Payoff of unsecured note (200 ) Total carrying value of notes payable at December 31, 2020 $ -
SUMMARY OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS	SUMMARY OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS Price at valuation $ 2.21 Exercise price $ 2.50 Risk free interest 0.34 % Expected term (in years) 7 Volatility 60.7 %

DERIVATIVE LIABILITIES (Tables)

DERIVATIVE LIABILITIES (Tables)	12 Months Ended
	Dec. 31, 2021
Derivative Liabilities
SCHEDULE OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS	A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s purchase warrants that were categorized within Level 3 of the fair value hierarchy during the year ended December 31, 2021 is as follows: SCHEDULE OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS Stock price $ 1.01 - $ 2.94 Conversion price $ 0.72 6.90 Contractual term (in years) 0.67 6.56 Volatility (annual) 82.7 211 % Risk-free rate 0.09 1.21 %
SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE	The following table presents changes in Level 3 asset and liability measured at fair value for the years ended December 31, 2021 and 2020: SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE As of December 31, 2021 Asset Liability Balance – December 31, 2019 $ - $ - New Issuances 25 2,983 Change in fair value of warrant liability - (512 ) Balance – December 31, 2020 $ 25 $ 2,471 New Issuances - 1,819 Fair value adjustments – Sanuwave warrants (6 ) - Fair value adjustments – Warrant liability - 6,956 Reclassification liability to equity - (10,793 ) Buy back of warrants - (453 ) Balance – December 31, 2021 $ 19 $ -
SCHEDULE OF FAIR VALUE COMPANY’S ASSETS AND LIABILITIES	The following table sets forth the Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy: SCHEDULE OF FAIR VALUE COMPANY’S ASSETS AND LIABILITIES Fair Value Measurements as of December 31, 2021 Level I Level II Level III Total Asset: Other assets $ - $ - $ 19 $ 19 Liability: Derivative liabilities $ - $ - $ - $ -

LEASES (Tables)

LEASES (Tables)	12 Months Ended
	Dec. 31, 2021
Leases
SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES	The following table presents information about the amount and timing of liabilities arising from the Company’s operating leases as of December 31, 2021: SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES 2022 26 2023 25 2024 4 Total undiscounted operating lease payments 55 Less: Imputed interest 6 Present value of operating lease liabilities $ 49

LOSS PER SHARE APPLICABLE TO _2

LOSS PER SHARE APPLICABLE TO COMMON SHAREHOLDER (Tables)	12 Months Ended
	Dec. 31, 2021
Earnings Per Share [Abstract]
SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI- DILUTIVE	The following table summarizes the Company’s securities, in common share equivalents, which have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI- DILUTIVE December 31, 2021 December 31, 2020 Series D Preferred Stock Shares - 153,000 Series E Preferred Stock Shares - 875,000 Stock Options - employee and non-employee 2,539,999 1,748,544 Warrants 2,309,347 7,724,740 Total 4,849,346 10,501,284

GEOGRAPHIC INFORMATION AND MA_2

GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Tables)	12 Months Ended
	Dec. 31, 2021
Segment Reporting [Abstract]
SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS	The Company manages its business on the basis of one reportable segment and derives revenues from selling its products directly to patients as well as through distributor agreements. The following is a summary of revenues within geographic areas: SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS Year Ended December 31, 2021 2020 United States $ 1,627 $ 467 Europe 18 147 Israel 5 3 India - 1 Other 45 5 Total $ 1,695 $ 623

OTHER ASSETS (Tables)

OTHER ASSETS (Tables)	12 Months Ended
	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
SCHEDULE OF WARRANTS ASSUMPTIONS	SCHEDULE OF WARRANTS ASSUMPTIONS Price at valuation $ 0.19 0.26 Exercise price $ 0.19 Risk free interest 0.66 0.73 % Expected term (in years) 10 Volatility 140.6 143.9 %

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
SCHEDULE OF PROVISION FOR INCOME TAXES EXPENSES	SCHEDULE OF PROVISION FOR INCOME TAXES EXPENSES Year ended December 31, 2021 2020 Current Tax Federal State $ - $ - Foreign 32 15 Total $ 32 $ 15 Deferred Tax Federal $ (1,263 ) $ (584 ) State (131 ) (5 ) Foreign $ (4 ) 2 Total $ (1,398 ) $ (587 ) Less: Valuation Allowance 1,398 587 Total Tax $ 32 $ 15
SCHEDULE OF RECONCILIATION OF STATUTORY U.S. FEDERAL RATE	The difference between the statutory tax rate of the Company and the effective tax rate is primarily the result of tax benefits generated by the Company and its subsidiary which have not been recognized due to the uncertainty that such tax benefits will ultimately be realized. A reconciliation of the statutory U.S Federal rate to the Company’s effective tax rate is as follows: SCHEDULE OF RECONCILIATION OF STATUTORY U.S. FEDERAL RATE Year ended December 31, 2021 2020 Federal income tax benefit at statutory rate 21.00 % 21.00 % State income taxes, net of federal benefit 0.92 % 0.12 % Foreign rate differential 0.02 % -0.08 % Permanent Items -13.04 % 2.22 % Change in valuation allowance -9.81 % -13.63 % Return to provision adjustments -0.01 % -4.03 % Forfeited options -0.16 % -7.33 % Other 0.86 % -1.39 % Effective tax rate -0.22 % -0.34 %
SCHEDULE OF INCOME BEFORE TAXES ON DOMESTIC AND FOREIGN	SCHEDULE OF INCOME BEFORE TAXES ON DOMESTIC AND FOREIGN Year ended December 31, 2021 2020 Domestic $ 14,333 $ 4,380 Foreign (82 ) (69 ) Loss before taxes $ 14,250 $ 4,311
SCHEDULE OF DEFERRED TAX ASSETS	Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: SCHEDULE OF DEFERRED TAX ASSETS Year ended December 31, 2021 2020 Deferred tax assets: Net operating loss carry forward $ 6,563 $ 5,712 Arbitration accrual 414 - Stock compensation and other 327 175 Deferred tax assets before valuation allowance 7,304 5,887 Valuation allowance (7,304 ) (5,887 ) Net deferred tax asset $ - $ -

LIQUIDITY AND PLAN OF OPERATI_2

LIQUIDITY AND PLAN OF OPERATIONS (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Liquidity And Plan Of Operations
Net cash used in operating activities	$ 4,367	$ 3,391
Proceeds from sale of equity securities	4,968
Cash	$ 7,737	$ 7,142

SCHEDULE OF DEPRECIATION CALCUL

SCHEDULE OF DEPRECIATION CALCULATED OVER ESTIMATED USEFUL LIVES OF ASSETS (Details)	12 Months Ended
	Dec. 31, 2021
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Office Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Office Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
Cumulative translation losses and gains	$ 6	$ 66
Inventory allowance	0	0
Derivative liabilities	0	2,471
Severance expenses	$ 253	$ 245

SCHEDULE OF PREPAID EXPENSES AN

SCHEDULE OF PREPAID EXPENSES AND OTHER RECEIVABLES (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses	$ 166	$ 199
Other receivables	64	68
Prepaid Expenses and Other Receivable	$ 230	$ 267

SCHEDULE OF INVENTORY (Details)

SCHEDULE OF INVENTORY (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Inventory Disclosure [Abstract]
Raw materials		$ 80
Finished goods	175	65
Inventory	$ 175	$ 145

SCHEDULE OF OPTIONS ACTIVITY (D

SCHEDULE OF OPTIONS ACTIVITY (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Options, Exercised	0
Employee Options [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Options, Outstanding - Beginning balance	1,748,544
Weighted Average Exercise Price per Share, Outstanding - ending balance	$ 1.33	$ 1.59
Weighted Average Remaining Life (Years), Outstanding - beginning balance	7 years 6 months 7 days
Options, Granted	877,500	997,000
Weighted Average Exercise Price per Share, Granted	$ 1.02
Weighted Average Remaining Life (Years), Granted	9 years 9 months 18 days
Options, Forfeited	(72,200)
Weighted Average Exercise Price per Share, Forfeited	$ 3.99
Weighted Average Remaining Life (Years), Forfeited	3 years 11 months 23 days
Options, Expired	(13,845)
Weighted Average Exercise Price per Share, Exercised	$ 1.23
Options, Exercised
Weighted Average Exercise Price per Share, Exercised
Options, Outstanding - Ending balance	2,539,999	1,748,544
Weighted Average Remaining Life (Years), Outstanding - ending balance	7 years 9 months 7 days

SCHEDULE OF FAIR VALUE ASSUMPTI

SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR OPTIONS GRANTED (Details)	12 Months Ended
	Dec. 31, 2021$ / shares
Risk free interest, minimum	0.27%
Risk free interest, maximum	129.00%
Expected term (in years)	5 years
Volatility, minimum	60.90%
Volatility, maximum	82.70%
Minimum [Member]
Price at valuation	$ 0.72
Exercise price	0.72
Maximum [Member]
Price at valuation	2.07
Exercise price	$ 2.07

SCHEDULE OF STOCK BASED EXPENSE

SCHEDULE OF STOCK BASED EXPENSES RECOGNIZED FOR SERVICES FROM EMPLOYEES AND NON-EMPLOYEES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Total	$ 450	$ 376
Research and Development Expense [Member]
Total	17	9
Selling and Marketing Expense [Member]
Total	51	43
General and Administrative Expense [Member]
Total	$ 382	$ 324

SCHEDULE OF FAIR VALUE ASSUMP_2

SCHEDULE OF FAIR VALUE ASSUMPTIONS FOR WARRANTS (Details)	Dec. 31, 2021	Apr. 09, 2020
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contractual term (in years)		10 years
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	1.44
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input		0.0066
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input		0.0073
Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	0
Measurement Input, Price Volatility [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	55.6	1.406
Measurement Input, Price Volatility [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	56.5	1.439
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contractual term (in years)	2 years

SCHEDULE OF WARRANTS ACTIVITY (

SCHEDULE OF WARRANTS ACTIVITY (Details) - Warrant [Member] - Private Investors [Member] - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrants, Outstanding - Beginning ba\lance	7,724,740	4,850,272
Warrants, Granted	1,205,967	3,874,468
Warrants, Exercised	(5,056,603)	(1,000,000)
Warrants, Expired	(620,001)
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercisedCashless]	(281,424)
Warrants, Canceled	(663,332)
Warrants, Outstanding - Ending balance	2,309,347	7,724,740

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)

May 06, 2021

Mar. 03, 2021

Jan. 21, 2021

Dec. 04, 2020

Dec. 02, 2020

Nov. 02, 2020

Sep. 22, 2020

Aug. 24, 2020

Aug. 31, 2021

Dec. 31, 2021

Dec. 31, 2020

Sep. 30, 2021

Aug. 17, 2021

Aug. 16, 2021

May 05, 2021

Mar. 02, 2021

Jan. 31, 2021

Jan. 22, 2021

Dec. 17, 2020

Dec. 03, 2020

Class of Stock [Line Items]

Common stock, shares authorized

24,109,635

24,109,635

40,000,000

24,109,634

40,000,000

24,109,635

20,000,000

20,000,000

20,000,000

Common stock, shares outstanding

27,997,793

21,246,523

19,850,014

Common stock available for future issuance

149,986

Number of warrants to purchase

2,193,492

Issuance of common stock

4,109,635

4,109,635

Proceeds from sale of common stock

$ 9,479,000

Number of options, exercised

0

Stock-based compensation expense

$ 450,000

376,000

Stock option expired

13,845

Non-vested stock options granted, unrecognized estimated compensation cost

$ 413,000

Estimated compensation, term

2 years 2 months 8 days

Gross proceeds from warrants exercised

$ 4,968,000

$ 1,000

Warrants, modification expense

$ 18,000

Warrant [Member] | Two Investor [Member]

Class of Stock [Line Items]

Number of warrants to purchase

1,657,144

Exercise price of warrants

$ 0.001

Minimum [Member]

Class of Stock [Line Items]

Exercise price of warrants

$ 0.88

Maximum [Member]

Class of Stock [Line Items]

Exercise price of warrants

$ 2.50

Private Placement [Member]

Class of Stock [Line Items]

Number of warrants to purchase

3,774,468

Employee Stock [Member]

Class of Stock [Line Items]

Fair value options vesting term

3 years

Number of options, vested

$ 583,000

$ 561,000

Stock-based compensation expense

258,000

$ 376,000

Securities Purchase Agreement [Member]

Class of Stock [Line Items]

Gross proceeds from private placement

$ 6,000,000

Net proceeds from private placement

$ 5,400,000

Securities Purchase Agreement [Member] | Private Placement [Member]

Class of Stock [Line Items]

Sale of stock, number of shares issued

5,914,285

Sale of stock, price per share

$ 0.70

August Underwriting Agreement [Member] | H.C. Wainwright & Co., LLC [Member]

Class of Stock [Line Items]

Number of warrants to purchase

339,858

Sale of stock, number of shares issued

4,531,434

Sale of stock, price per share

$ 0.75

Proceeds from sale of common stock

$ 2,700,000

Warrants expiration date

Aug. 24, 2025

Exercise price of warrants

$ 0.9375

September Underwriting Agreement [Member] | H.C. Wainwright & Co., LLC [Member]

Class of Stock [Line Items]

Number of warrants to purchase

134,609

Sale of stock, number of shares issued

1,794,783

Sale of stock, price per share

$ 1

Proceeds from sale of common stock

$ 1,400,000

Warrants expiration date

Sep. 22, 2025

Exercise price of warrants

$ 1.25

Cancellation Agreements [Member] | Option Holders [Member]

Class of Stock [Line Items]

Number of options, granted

804,788

Amount paid to each option holder

$ 1

Cancellation Agreements [Member] | Option Holders [Member] | Minimum [Member]

Class of Stock [Line Items]

Exercise prices

$ 2.57

Cancellation Agreements [Member] | Option Holders [Member] | Maximum [Member]

Class of Stock [Line Items]

Exercise prices

$ 6

Warrant Amendment [Member]

Class of Stock [Line Items]

Warrants, modification expense

$ 1,627,000

Common Stock [Member]

Class of Stock [Line Items]

Shares issued upon conversion

396,509

153,000

151,000

Excess stock, shares issued

246,523

4,109,634

Issuance of common stock

11,993,979

Common Stock [Member] | Private Placement [Member]

Class of Stock [Line Items]

Number of warrants to purchase

100,000

Pre-funded Warrants [Member]

Class of Stock [Line Items]

Number of warrants to purchase

1,000,000

Exercise price of warrants

$ 0.001

Pre-funded Warrants [Member] | Securities Purchase Agreement [Member]

Class of Stock [Line Items]

Sale of stock, number of shares issued

2,657,144

Sale of stock, price per share

$ 0.699

Exercise price of warrants

$ 0.001

Warrant description

A holder of a Pre-funded Warrant may not exercise any portion of such holder’s Pre-funded Warrants to the extent that the holder, together with its affiliates, would beneficially own more than 4.99% (or, at the election of the holder, 9.99%) of the Company’s outstanding shares of common stock immediately after exercise, except that upon at least 61 days’ prior notice from the holder to the Company, the holder may increase the beneficial ownership limitation to up to 9.99% of the number of shares of common stock outstanding immediately after giving effect to the exercise.

Employee Options [Member]

Class of Stock [Line Items]

Number of options, exercised

Number of options, granted

877,500

997,000

Exercise prices

$ 1.02

Existing Warrants [Member] | Letter Agreements [Member]

Class of Stock [Line Items]

Number of warrants to purchase

1,205,968

Exercise price of warrants

$ 1.165

New Unregistered Warrants [Member] | Letter Agreements [Member]

Class of Stock [Line Items]

Number of warrants to purchase

1,205,967

Exercise price of warrants

$ 1.04

Gross proceeds from warrants exercised

$ 1,400,000

Warrant [Member]

Class of Stock [Line Items]

Gross proceeds from warrants exercised

$ 3,600,000

Series C Preferred Stock [Member]

Class of Stock [Line Items]

Number of shares converted

396,509

666,667

2,326,475

Preferred stock, conversion description

Each share of Series C Preferred Stock is convertible into one share of common stock at any time at the option of the holders, provided that each holder would be prohibited from converting Series C Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company.

Series C Preferred Stock [Member] | Common Stock [Member]

Class of Stock [Line Items]

Shares issued upon conversion

666,667

2,236,475

December 2020 Warrants [Member]

Class of Stock [Line Items]

Number of warrants to purchase

2,657,144

December 2020 Warrants [Member] | Common Stock [Member]

Class of Stock [Line Items]

Excess stock, shares issued

2,657,144

Series E Preferred Stock [Member]

Class of Stock [Line Items]

Number of shares converted

875,000

950,000

Preferred stock, conversion description

Each share of Series E Preferred Stock is convertible at any time and from time to time at the option of a holder of Series E Preferred Stock into one share of the Company’s common stock, provided that each holder would be prohibited from converting Series E Preferred Stock into shares of the Company’s common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of the Company’s common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company.

Common Stock [Member]

Class of Stock [Line Items]

Shares issued upon conversion

875,000

950,000

Series D Preferred Stock [Member]

Class of Stock [Line Items]

Number of shares converted

153

151

Preferred stock, conversion description

Each share of Series D Preferred Stock is convertible into 1,000 shares of common stock at any time at the option of the holders, provided that each holder would be prohibited from converting Series D Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 4.99% of the total number of shares of common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company.

SCHEDULE OF NOTES PAYABLE (Deta

SCHEDULE OF NOTES PAYABLE (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)
Debt Disclosure [Abstract]
Convertible note payable, beginning balance
Principal value of unsecured note	242
Forgiveness of notes payable	(42)
Payoff of unsecured note	(200)
Convertible note payable, ending balance

SUMMARY OF QUANTITATIVE INFORMA

SUMMARY OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS (Details)	12 Months Ended
	Dec. 31, 2021$ / shares
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Price at valuation	$ 2.21
Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Voltality	2.50
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Voltality	0.0034
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected term in years	7 years
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Voltality	0.607

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jun. 22, 2020	May 14, 2020	May 31, 2020	Dec. 31, 2020	Sep. 30, 2021	Aug. 28, 2020
Short-term Debt [Line Items]
Gain on forgiveness				$ 42
Warrants issued to purchase common stock					2,193,492
Paycheck Protection Program [Member]
Short-term Debt [Line Items]
Debt instrument term		2 years
Debt interest rate		1.00%
Unsecured Promissory Note [Member]
Short-term Debt [Line Items]
Debt instrument term	1 year
Debt interest rate	10.00%
Debt instrument principal amount	$ 200
Accrued interest						$ 4
Warrants issued to purchase common stock	100,000
Exercise price of warrants per share	$ 2.50
Warrants purchase to common stock, value	123
Paycheck Protection Program [Member]
Short-term Debt [Line Items]
Proceeds from issuances of debt			$ 42

SCHEDULE OF QUANTITATIVE INFORM

SCHEDULE OF QUANTITATIVE INFORMATION TO VALUATION METHODOLOGY AND UNOBSERVABLE INPUTS (Details)	Dec. 31, 2021$ / shares	Apr. 09, 2020
Warrants, measurement input, term		10 years
Measurement Input, Expected Term [Member]
Warrants, measurement input, term	2 years
Measurement Input, Risk Free Interest Rate [Member]
Warrants, measurement input	1.44
Minimum [Member]
Share Price	$ 0.72
Minimum [Member] | Measurement Input, Expected Term [Member] | Derivative Liability [Member]
Warrants, measurement input, term	8 months 1 day
Minimum [Member] | Measurement Input, Price Volatility [Member]
Warrants, measurement input	55.6	1.406
Minimum [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants, measurement input		0.0066
Maximum [Member]
Share Price	$ 2.07
Maximum [Member] | Measurement Input, Expected Term [Member] | Derivative Liability [Member]
Warrants, measurement input, term	6 years 6 months 21 days
Maximum [Member] | Measurement Input, Price Volatility [Member]
Warrants, measurement input	56.5	1.439
Maximum [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants, measurement input		0.0073
Warrant [Member] | Minimum [Member]
Share Price	$ 1.01
Warrant [Member] | Minimum [Member] | Measurement Input, Conversion Price [Member]
Warrants, measurement input	0.72
Warrant [Member] | Minimum [Member] | Measurement Input, Price Volatility [Member]
Warrants, measurement input	0.827
Warrant [Member] | Minimum [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants, measurement input	0.0009
Warrant [Member] | Maximum [Member]
Share Price	$ 2.94
Warrant [Member] | Maximum [Member] | Measurement Input, Conversion Price [Member]
Warrants, measurement input	6.90
Warrant [Member] | Maximum [Member] | Measurement Input, Price Volatility [Member]
Warrants, measurement input	2.11
Warrant [Member] | Maximum [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants, measurement input	0.0121

SCHEDULE OF CHANGES IN LEVEL 3

SCHEDULE OF CHANGES IN LEVEL 3 AND LIABILITY MEASURED AT FAIR VALUE (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Derivative Asset [Member]
Offsetting Assets [Line Items]
Balance – December 31, 2020	$ 25
New Issuances		25
Change in fair value of warrant liability
Fair value adjustments – Sanuwave warrants	(6)
Fair value adjustments – Warrant liability
Reclassification liability to equity
Buy back of warrants
Balance – December 31, 2021	19	25
Derivative Liability [Member]
Offsetting Assets [Line Items]
Balance – December 31, 2020	2,471
New Issuances	1,819	2,983
Change in fair value of warrant liability		(512)
Fair value adjustments – Sanuwave warrants
Fair value adjustments – Warrant liability	6,956
Reclassification liability to equity	(10,793)
Buy back of warrants	(453)
Balance – December 31, 2021		$ 2,471

SCHEDULE OF FAIR VALUE COMPANY_

SCHEDULE OF FAIR VALUE COMPANY’S ASSETS AND LIABILITIES (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Defined Benefit Plan Disclosure [Line Items]
Other assets	$ 19	$ 25
Derivative liabilities		$ 2,471
Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Other assets
Derivative liabilities
Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Other assets
Derivative liabilities
Fair Value, Inputs, Level 3 [Member]
Defined Benefit Plan Disclosure [Line Items]
Other assets	19
Derivative liabilities

DERIVATIVE LIABILITIES (Details

DERIVATIVE LIABILITIES (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Apr. 06, 2021	Dec. 31, 2021	Dec. 31, 2020	Sep. 30, 2021
Offsetting Assets [Line Items]
Payments for repurchase of warrants		$ 388
Derivative liability		0	2,471
Gain on purchase of warrants		$ 64
Minimum [Member]
Offsetting Assets [Line Items]
Class of warrant or right, exercise price of warrants or rights				$ 0.88
Maximum [Member]
Offsetting Assets [Line Items]
Class of warrant or right, exercise price of warrants or rights				$ 2.50
Derivative Liability Warrants [Member] | Investors [Member]
Offsetting Assets [Line Items]
Number of warrants acquired	663,332
Payments for repurchase of warrants	$ 368
Derivative liability	451
Gain on purchase of warrants	$ 64
Derivative Liability Warrants [Member] | Investors [Member] | Minimum [Member]
Offsetting Assets [Line Items]
Class of warrant or right, exercise price of warrants or rights	$ 0.88
Derivative Liability Warrants [Member] | Investors [Member] | Maximum [Member]
Offsetting Assets [Line Items]
Class of warrant or right, exercise price of warrants or rights	$ 0.94

SCHEDULE OF LIABILITIES ARISING

SCHEDULE OF LIABILITIES ARISING FROM OPERATING LEASES (Details) $ in Thousands	Dec. 31, 2021USD ($)
Leases
2022	$ 26
2023	25
2024	4
Total undiscounted operating lease payments	55
Less: Imputed interest	6
Present value of operating lease liabilities	$ 49

LEASES (Details Narrative)

LEASES (Details Narrative) $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)
Leases
Lease term	3 years
Weighted-average remaining lease term	2 years 1 month 17 days
Weighted-average discount rate	10.00%
Operating lease, expense	$ 38

SUMMARY OF COMMON SHARE EQUIVAL

SUMMARY OF COMMON SHARE EQUIVALENTS BEEN EXCLUDED FROM DILUTIVE LOSS PER SHARE AS ANTI- DILUTIVE (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	4,849,346	10,501,284
Series D Preferred Stock Shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		153,000
Series E Preferred Stock Shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		875,000
Stock Options - Employee and Non-employee [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	2,539,999	1,748,544
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	2,309,347	7,724,740

SUMMARY OF REVENUE WITHIN GEOGR

SUMMARY OF REVENUE WITHIN GEOGRAPHIC AREAS (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]
Total	$ 1,695	$ 623
UNITED STATES
Revenues from External Customers and Long-Lived Assets [Line Items]
Total	1,627	467
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total	18	147
ISRAEL
Revenues from External Customers and Long-Lived Assets [Line Items]
Total	5	3
INDIA
Revenues from External Customers and Long-Lived Assets [Line Items]
Total		1
Other country [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total	$ 45	$ 5

SCHEDULE OF WARRANTS ASSUMPTION

SCHEDULE OF WARRANTS ASSUMPTIONS (Details)	Dec. 31, 2021	Apr. 09, 2020$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected term (in years)		10 years
Price at Valuation [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility		0.19
Price at Valuation [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility		0.26
Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility		0.19
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility	1.44
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility		0.0066
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility		0.0073
Measurement Input, Price Volatility [Member] | Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility	55.6	1.406
Measurement Input, Price Volatility [Member] | Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility	56.5	1.439

OTHER ASSETS (Details Narrative

OTHER ASSETS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Apr. 09, 2020
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contractual term (in years)			10 years
Warrants issued to purchase common stock		2,193,492
Fair value of warrants	$ 18
Change in fair value of warrants	$ 6
Licensing Agreement [Member] | Sanuwave Health, Inc. [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contractual term (in years)			10 years
Warrants issued to purchase common stock			127,000
Exercise price of warrants per share			$ 0.19

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) $ in Thousands	Mar. 15, 2022	Feb. 26, 2021	Dec. 17, 2019	Jan. 31, 2021	Nov. 30, 2020
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Litigation damages sought value		$ 3,000
Escrow amount					$ 391
Litigation settlement, amount				$ 366
Jona Zumeris [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Litigation damages sought value			$ 900
Former Officer [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Litigation damages sought value			$ 700
Arbitrator [Member] | Subsequent Event [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Damages awarded value	$ 1,500,250
Lost profits	1,432,000
Reimbursement of arbitration costs	$ 68,250

SCHEDULE OF PROVISION FOR INCOM

SCHEDULE OF PROVISION FOR INCOME TAXES EXPENSES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
State
Foreign	32	15
Total	32	15
Federal	(1,263)	(584)
State	(131)	(5)
Foreign	(4)	2
Total	(1,398)	(587)
Less: Valuation Allowance	1,398	587
Total Tax	$ 32	$ 15

SCHEDULE OF RECONCILIATION OF S

SCHEDULE OF RECONCILIATION OF STATUTORY U.S. FEDERAL RATE (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Federal income tax benefit at statutory rate	21.00%	21.00%
State income taxes, net of federal benefit	0.92%	0.12%
Foreign rate differential	0.02%	(0.08%)
Permanent Items	(13.04%)	2.22%
Change in valuation allowance	(9.81%)	(13.63%)
Return to provision adjustments	(0.01%)	(4.03%)
Forfeited options	(0.16%)	(7.33%)
Other	0.86%	(1.39%)
Effective tax rate	(0.22%)	(0.34%)

SCHEDULE OF INCOME BEFORE TAXES

SCHEDULE OF INCOME BEFORE TAXES ON DOMESTIC AND FOREIGN (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Domestic	$ 14,333	$ 4,380
Foreign	(82)	(69)
Loss before taxes	$ 14,250	$ 4,311

SCHEDULE OF DEFERRED TAX ASSETS

SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Net operating loss carry forward	$ 6,563	$ 5,712
Arbitration accrual	414
Stock compensation and other	327	175
Deferred tax assets before valuation allowance	7,304	5,887
Valuation allowance	(7,304)	(5,887)
Net deferred tax asset

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	$ 30,010,000
Federal net operating loss carried forward	16,056,000
Federal net operating loss offset against taxable income	$ 13,959,000
Corporate tax rate	21.00%	21.00%
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount	$ 1,417,000	$ 596,000
Accrued interest and penalties expenses	$ 0
ISRAEL
Operating Loss Carryforwards [Line Items]
Corporate tax rate	23.00%	23.00%
State and Local Jurisdiction [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carry forward expiration term	20 years
Domestic Tax Authority [Member]
Operating Loss Carryforwards [Line Items]
Net operating loss carry forward expiration term	20 years

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Mar. 15, 2022	Feb. 26, 2021	Mar. 02, 2022	Dec. 31, 2021
Subsequent Event [Line Items]
Damages value		$ 3,000
General and Administrative Expense [Member] | Other Accounts Payable And Accrued Liabilities [Member]
Subsequent Event [Line Items]
Loss Contingency, Accrual, Current				$ 1,500,250
Subsequent Event [Member]
Subsequent Event [Line Items]
Minimum bid price per share			$ 1
Subsequent Event [Member] | Arbitrator [Member]
Subsequent Event [Line Items]
Loss Contingency, Damages Awarded, Value	$ 1,500,250
Loss Contingency, Loss in Period	1,432,000
Reimbursement of arbitration costs	$ 68,250