EQUITY | NOTE 9 - EQUITY a. Share capital The Company’s common stock are listed on the Nasdaq Capital Market. Private Placement On May 12, 2023, the Company entered into a securities purchase agreement (the “Purchase Agreement”) pursuant to which the Company agreed to sell and issue in a private placement (the “Private Placement Offering) an aggregate of 10,266,270 15,561,894 51,656,328 12,914,086 12,914,078 12,914,086 12,914,078 1.6327 1.6326 Aggregate gross proceeds to the Company in respect of the Private Placement Offering were $ 42.2 4.6 71.4 INSPIREMD, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) NOTE 9 – EQUITY The Pre-Funded Warrants are immediately exercisable at an exercise price of $ 0.0001 1.3827 The Company issued a total of 307,260 307,271 15,254,623 Pursuant to the full ratchet anti-dilution adjustment provisions in the respective certificate of designation for the Company’s Series C Preferred Stock, the conversion price of the outstanding shares of the Series C Preferred Stock was reduced to $ 1.3827 5,668 1,718 As of December 31, 2023 and 2022, there were 1,718 7,952 2,284 10,997 As of December 31, 2023, the Company has outstanding warrants to purchase an aggregate of 53,396,008 SCHEDULE OF ISSUANCE OF WARRANTS TO PURCHASE COMMON STOCK Number of underlying Common stock Exercise price Series E Warrants 198,159 $ 27.0000 Series F Warrants 433,878 $ 7.4250 Series G Warrants 1,092,344 $ 10.2300 Series H Warrants 12,914,086 $ 1.3827 Series I Warrants 12,914,078 $ 1.3827 Series J Warrants 12,914,086 $ 1.3827 Series K Warrants 12,914,078 $ 1.3827 Underwriter Warrants 15,299 $ 7.4250 Total Warrants 53,396,008 $ As of December 31, 2023, the Company has 155,000,000 0.0001 150,000,000 5,000,000 INSPIREMD, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) NOTE 9 – EQUITY b. Share-Based Compensation 1) On September 30, 2021, at our 2021 annual meeting of stockholders, our stockholders approved our 2021 Equity Incentive Plan. The Company’s. 2021 Equity Incentive Plan provides for the granting of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalent rights, and other awards, which may be granted singly, in combination, or in tandem. As of December 31, 2023, we had 7,731,618 5) The following table summarizes information about stock options granted to employees: SCHEDULE OF STOCK OPTIONS GRANTED Year ended December 31 2023 2022 Number of options Weighted average exercise price Number of options Weighted average exercise price Outstanding - beginning of period 294,712 5.21 289,408 $ 5.29 Granted 1,097,250 1.89 7,841 2.61 Forfeited (12,266 ) 4.00 (2,537 ) 5.70 Outstanding- end of period 1,379,696 2.58 294,712 $ 5.21 Exercisable at the end of the period 215,709 5.38 123,115 5.51 6) The following table summarizes information about stock options granted to non-employees: Year ended December 31 2023 2022 Number of options Weighted average exercise price Number of options Weighted average exercise price Outstanding - beginning of period 166,669 3.37 20,002 6.90 Granted 625,000 1.71 146,667 2.89 Outstanding - end of period 791,669 2.06 166,669 3.37 Exercisable at the end of the period 84,667 3.42 35,667 3.61 7) The following table summarizes information about restricted stock granted to employees: SCHEDULE OF RESTRICTED STOCK GRANTED TO EMPLOYEES Year ended December 31 2023 2022 Number of restricted stock Outstanding - beginning of period 355,951 527,668 Granted 2,914,340 45,494 Forfeited (29,695 ) (10,832 ) Vested (186,510 ) (206,379 ) Outstanding - end of period 3,054,086 355,951 INSPIREMD, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) NOTE 9 – EQUITY 8) The following table summarizes information about RSUs granted to employees: SCHEDULE OF RESTRICTED STOCK UNIT GRANTED TO EMPLOYEES Year ended December 31 2023 2022 Number of RSUs Outstanding - beginning of period 237,078 237,078 Granted 1,045,150 - Outstanding - end of period 1,282,228 237,078 9) The following table provides additional information about all options outstanding and exercisable: SCHEDULE OF ADDITIONAL INFORMATION ABOUT ALL OPTIONS OUTSTANDING AND EXERCISABLE Outstanding as of December 31, 2023 Exercise price Options outstanding Weighted average remaining contractual life (years) Options exercisable $ 1.15 2.97 1,786,211 9.28 73,946 $ 3.30 4.12 227,932 8.53 95,075 $ 4.95 10.05 153,169 7.00 127,303 $ 16.50 4,053 6.01 4,053 2,171,365 9.03 300,376 The weighted average of the remaining contractual life of total vested and exercisable options as of December 31, 2023 was 7.54 The aggregate intrinsic value of the total exercisable options as of December 31, 2023 was approximately $ 10,983 The weighted average fair value of options granted to employees was $ 1.65 2.33 The weighted average fair value of options granted to consultants was $ 1.50 2.57 The weighted average fair value of restricted stock granted was $ 1.95 2.42 The weighted average fair value of RSU granted was $ 1.76 The vesting period for outstanding stock options, restricted stock, and RSUs is typically three years, with one-third of the awards vesting annually. Additionally, some of our share-based awards to service providers are performance-based, vesting upon the achievement of specified performance criteria related to clinical or marketing activities. INSPIREMD, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) NOTE 9 – EQUITY 10) The following table sets forth the assumptions that were used in determining the fair value of options granted to employees for the year December 31, 2023 and 2022: SCHEDULE OF FAIR VALUE OF OPTIONS GRANTED TO EMPLOYEES Year ended December 31 2023 2022 Expected life 5.125 6.5 5.125 6.5 Risk-free interest rates 3.58 4.73 1.79 2.88 Volatility 109.62 125.61 127.43 130.93 Dividend yield - - The Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. Accordingly, as to ordinary course options granted, the expected term was determined using the simplified method, which takes into consideration the option’s contractual life and the vesting periods (for non-employees, the expected term is equal to the option’s contractual life). The annual risk-free rates are based on the yield rates of zero coupon non-index linked U.S. Federal Reserve treasury bonds as both the exercise price and the share price are in dollar terms. The Company’s expected volatility is derived from its historical data. 11) As of December 31, 2023, the total unrecognized compensation cost on employee and non-employee stock options, restricted stock and RSUs, related to unvested stock-based compensation, amounted to approximately $ 7.18 0.97 12) The following table summarizes the allocation of total share-based compensation expense in the consolidated statements of operations: SCHEDULE OF ALLOCATION OF TOTAL SHARE-BASED COMPENSATION EXPENSE Year ended December 31 2023 2022 ($ in thousands) Cost of revenues $ 93 $ 72 Research and development 649 582 Sales and marketing 416 318 General and administrative 3,332 1,380 $ 4,490 $ 2,352 INSPIREMD, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) |