SHARE CAPITAL | NOTE 7 - SHARE CAPITAL a. Rights of the Company’s ordinary shares Each ordinary share is entitled to one vote. The holders of ordinary shares are also entitled to receive dividends whenever funds are legally available, when and if declared by the Board of Directors. Since its inception, the Company has not declared any dividends. b. Changes in share capital: 1) On March 1, 2019, the Company entered into a Sales Agreement with Cowen and Company, LLC (“Cowen”) which provides that, upon the terms and subject to the conditions and limitations in the Sales Agreement, the Company may elect from time to time, to offer and sell ordinary shares through an “at-the-market” equity offering program through Cowen acting as sales agent. The issuance and sale of ordinary shares by the Company under the offering program was made pursuant to the Company’s effective “shelf” registration statement on Form S-3 filed with the SEC on March 1, 2019 and declared effective on March 28, 2019, as amended by a prospectus supplement filed on March 13, 2020. On May 4, 2020, the Company terminated the prospectus supplement, but the sales agreement remains in full force and effect. During September and December 2019, the Company sold 97,226 22.6 2.1 112 During January 2020, the Company sold 41,569 10.50 421 15 2) On December 2, 2019, the Company entered into an ordinary shares purchase agreement (the “Purchase Agreement”) with Aspire Capital Fund, LLC (Aspire Capital) which provides that, upon the terms and subject to the conditions and limitations in the Purchase agreement, Aspire Capital is committed to purchase up to an aggregate of $ 10.0 30,626 3) On February 3, 2020, the Company completed an underwritten public offering, pursuant to which the Company issued 764,000 48,500 812,500 0.002 8.00 8.00 5.7 800 44,625 357 767,875 20,000 160 NOTE 7 - SHARE CAPITAL : 4) On May 6, 2020, the Company completed a registered direct offering, pursuant to which the Company sold and issued to certain institutional investors 814,598 6.138 407,299 4.90 five and one-half years 4.5 500 84,073 412 323,226 162,500 796 5) On July 15, 2020, the Company increased its authorized share capital from 5,000,000 17,500,000 6) On August 10, 2020, the Company completed a registered direct offering, pursuant to which the Company sold and issued to Aspire Capital Fund LLC (Aspire Capital), 356,250 7.022 356,250 6.822 0.20 4.6 330 71 4.7 c. Share-based compensation: 1) In September 2005, the Company’s board of directors approved a share option plan for grants to directors, employees and consultants (the “2005 Plan”). The 2005 plan expired in September 2015. In January 2016, the Company’s board of directors approved a new option plan (the”2015 Plan”). Originally, the maximum number of ordinary shares reserved for issuance under the 2015 Plan was 35,000 35,000 In December 2017, June 2018 and December 2019, an increase of 105,000 50,000 50,000 175,000 As of December 31, 2020, 181,027 The 2015 Plan is designed to enable the Company to grant options to purchase ordinary shares under various and different tax regimes including, without limitation: pursuant and subject to Section 102 of the Israeli Tax Ordinance and pursuant and subject to Section 3(i) of the Israeli Tax Ordinance. NOTE 7 - SHARE CAPITAL : The awards may be exercised after vesting and in accordance with vesting schedules which will be determined by the Company’s board of directors for each grant. The maximum term of the awards is 10 The Company’s management uses the contractual term or its expectations, as applicable, of each option as its expected life. The expected term of the options granted represents the period that granted options are expected to remain outstanding. 2) On August 22, 2019, the Company reduced the exercise price of 63,183 previously granted to employees to $ 8.94 253 pricing options model using the following assumptions: risk free interest rate of 1.5% 99% 122% 2.6 4.4 years and dividend yield of 0% 62 3) During the years ended December 31, 2020 and December 31, 2019, the Company granted options to employees and directors as follows: SCHEDULE OF OPTIONS GRANTED TO EMPLOYEES AND DIRECTORS Year ended December 31, 2020 Number of options granted Exercise price Vesting period Expiration Employees 85,000 $ 6.15 8.57 1.29 3 7 Directors 10,000 $ 6.15 3 7 Year ended December 31, 2019 Number of options granted Exercise price range Vesting period Expiration Employees 73,250 $ 8.94 152.8 3 7 Directors 7,000 $ 12.4 97.2 3 7 The weighted average fair value of options granted during the years was generally estimated by using the Black-Scholes option-pricing model as follows: SCHEDULE OF WEIGHTED AVERAGE FAIR VALUE OF OPTIONS GRANTED Year ended December 31 2020 2019 Weighted average fair value $ 4.38 $ 55.28 NOTE 7 - SHARE CAPITAL : The underlying data used for computing the fair value of the options are as follows: SCHEDULE OF UNDERLYING DATA USED FOR COMPUTING THE FAIR VALUE OF OPTIONS Year ended December 31 2020 2019 Value of ordinary share $ 5.60 6.20 $ 10.2 149.2 Dividend yield 0 % 0 % Expected volatility 102.58 110.4 % 53.32 100.04 % Risk-free interest rate 0.28 1.42 % 1.65 2.57 % Expected term 5 5 The following table summarizes the number of options outstanding with exercise price in NIS, which were granted under the 2005 Plan, for the years ended December 31, 2020 and December 31, 2019, and related information: SCHEDULE OF NUMBER OF OPTIONS OUTSTANDING Employees and directors Consultants Number of options NIS (1) Number of options NIS (1) Outstanding at January 1, 2019 14,773 550.4 402 10.0 Exercised (1 ) 10.0 (127 ) 10.0 Forfeited (4,295 ) 465.0 - - Expired (6,343 ) 437.8 (275 ) 10.0 Outstanding at December 31, 2019 4,134 812.0 - - Outstanding at December 31, 2019 4,134 812.0 - - Forfeited - - - - Expired (4,134 ) 812.0 - - Outstanding at December 31, 2020 - - - - The following table summarizes the number of options outstanding with exercise price in USD, which were granted under the 2015 Plan, for the years ended December 31, 2020 and December 31, 2019, and related information: Employees and directors Number of options USD (2) Outstanding at January 1, 2019 156,909 117.0 Granted 80,250 69.0 Exercised (4,982 ) 56.6 Forfeited (22,537 ) 80.0 Expired (13,495 ) 140.0 Outstanding at December 31, 2019 196,145 82.6 Outstanding at December 31, 2019 196,145 82.6 Granted 95,000 7.09 Forfeited (18,249 ) 39.47 Expired (9,816 ) 41.18 Outstanding at December 31, 2020 263,080 59.87 (1) Weighted average price in NIS per share. (2) Weighted average price in USD per share. NOTE 7 - SHARE CAPITAL : The following table summarizes information concerning outstanding and exercisable options with exercise prices in USD as of December 31, 2020: SCHEDULE OF INFORMATION CONCERNING OUTSTANDING AND EXERCISABLE OPTIONS December 31, 2020 Options outstanding Options exercisable Exercise price per share (USD) Number of options outstanding at the end of year Weighted average remaining contractual life Number of options exercisable at the end of year Weighted average remaining contractual life 6.15 6.67 60,750 6.64 - - 8.58 8.94 60,416 4.93 28,810 3.91 11.1 18.0 21,000 5.71 8,668 5.71 70.52 11,224 5.37 11,224 5.37 82.8 89.3 20,440 5.05 14,692 4.95 97.2 4,000 5.49 1,996 5.49 103.8 109.2 21,750 4.85 21,188 4.87 120.0 122.0 11,542 0.60 11,542 0.60 134.0 19,000 6.95 19,000 6.95 152.6 152.8 22,958 4.42 14,207 3.98 171.2 10,000 6.91 10,000 6.91 263,080 141,327 As of December 31, 2020, the total outstanding and exercisable options have no intrinsic value. The following table illustrates the effect of share-based compensation on the statements of operations: SCHEDULE OF EFFECT OF SHARE-BASED COMPENSATION Year ended December 31 2020 2019 U.S. dollars in thousands Research and development expenses, net $ 289 $ 1,634 General and administrative expenses 859 1,587 $ 1,148 $ 3,221 |