What changed in this filing

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Item 1. Financial Statements

2024-08-05 compared with 2024-05-13 · 229 added, 151 removed, 187 unchanged (67% of the section changed)

1 unchanged sentence

CONSOLIDATED FINANCIAL STATEMENTS

OF AND FOR THE QUARTER ENDED MARCH 31, 2024

CONSOLIDATED FINANCIAL

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Changes in Equity

Consolidated Statements of Cash Flows

Notes to the Consolidated Financial Statements

OF AND FOR THE QUARTER ENDED JUNE 30, 2024

CONSOLIDATED FINANCIAL STATEMENTS:

Condensed Consolidated Balance Sheets

Condensed Consolidated Statements of Operations

Condensed Consolidated Statements of Changes in Equity

Condensed Consolidated Statements of Cash Flows

Notes to the Condensed Consolidated Financial Statements

CONSOLIDATED BALANCE SHEETS

9 unchanged sentences

Operating lease right of use assets

Fund in respect of employee rights upon retirement

Funds in respect of employee rights upon retirement

TOTAL NON-CURRENT ASSETS

12 unchanged sentences

Common stock, par value $ 0.0001 per share;

150,000,000 shares authorized at March 31, 2024 and December 31, 2023;

23,412,385 and 21,841,215 shares issued and outstanding at March 31, 2024 and December 2023, respectively

150,000,000 shares authorized at June 30, 2024 and December 31, 2023;

25,196,479 and 21,841,215 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively

Preferred C shares, par value $ 0.0001 per share;

1,172,000 shares authorized at March 31, 2024 and December 31, 2023;

1,718 shares issued and outstanding at March 31, 2024 and December 31 2023, respectively

1,172,000 shares authorized at June 30, 2024 and December 31, 2023;

1,718 shares issued and outstanding at June 30, 2024 and December 31 2023

Additional paid-in capital

1 unchanged sentence

Total liabilities and equity

Represents an amount less

than $1 thousand

* Represents an amount

less than $1 thousand

accompanying notes are an integral part of the consolidated financial statements.

1 unchanged sentence

dollars in thousands, except per share data)

3 Months Ended March 31,

Three months ended

Six months ended

COST OF REVENUES

7 unchanged sentences

NET LOSS PER SHARE - basic and diluted

WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES USED IN COMPUTING NET LOSS PER SHARE - basic and diluted

WEIGHTED AVERAGE NUMBER OF SHARES OF COMMON STOCK USED IN COMPUTING NET LOSS

PER SHARE - basic and diluted

accompanying notes are an integral part of the consolidated financial statements.

2 unchanged sentences

Preferred Stock

Additional paid-in

BALANCE AT January 1, 2023

Issuance of common shares, pre-funded warrants and warrants, net of $ 4,635 issuance costs

Share-based compensation related to restricted stock, restricted stock units and stock options award, net of forfeitures of 4,270 shares

BALANCE AT March 31, 2023

Represents an amount less

than $1 thousand

BALANCE AT June 30, 2023

* Represents an amount

less than $1 thousand

accompanying notes are an integral part of the consolidated financial statements.

STATEMENTS OF CHANGES IN EQUITY

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

dollars in thousands, except share data)

Preferred Stock

Additional paid-in

BALANCE AT April 1, 2023

Issuance of common shares, pre-funded warrants and warrants, net of $ 4,635 issuance costs

Issuance of common shares, pre-funded warrants and warrants,

net of issuance costs

Share-based compensation related to stock, restricted stock, restricted stock units and stock options award

BALANCE AT June 30, 2023

* Represents an amount

less than $1 thousand

accompanying notes are an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

dollars in thousands, except share data)

Preferred Stock

Additional paid-in

BALANCE AT January 1, 2024

Exercise of pre-funded warrants

Exercise of Warrants Series H to 12,621,090 pre-funded warrants

and 292,996 common stock, net of $ 1,000

issuance costs

Share-based compensation related to stock, restricted stock, restricted stock units and stock options award, net of forfeitures of 112,382 shares

BALANCE AT June 30, 2024

* Represents an amount

less than $1 thousand

accompanying notes are an integral part of the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

dollars in thousands, except share data)

Preferred Stock

Additional paid-in

BALANCE AT April 1, 2024

Exercise of pre-funded warrants

Exercise of Warrants Series H to 12,621,090 pre-funded warrants

and 292,996 common stock, net of $ 1,000

issuance costs

Exercise of Warrants Series H to pre-funded warrants and common

stock, net of issuance costs

Share-based compensation related to stock, restricted stock, restricted stock units and stock options award, net of forfeitures of 37,292 shares

Share-based compensation related to stock,

restricted stock, restricted stock units and stock options award, net of forfeitures

BALANCE AT March 31, 2024

Represents an amount less

than $1 thousand

BALANCE AT June 30, 2024

* Represents an amount

less than $1 thousand

accompanying notes are an integral part of the consolidated financial statements.

1 unchanged sentence

dollars in thousands)

Three months ended

Six months ended

CASH FLOWS FROM OPERATING ACTIVITIES:

Adjustments required to reconcile net loss to net cash used in operating activities:

Change in fair value of markable securities, net of interest received

Gain from sale of property, plant and equipment

Loss on amounts funded in respect of employee rights upon retirement

Changes in fair value of marketable securities, net of interest received

Change in liability for employees’ rights upon retirement

Other financial expenses

Change in operating right of use asset and operating leasing liability

Change in operating right of use asset and leasing liability

Share-based compensation expenses

Loss on amounts funded in respect of employee rights upon retirement, net

Decrease in interest receivable on short term deposits

Changes in operating asset and liability items:

Decrease in prepaid expenses

Decrease (increase) in prepaid expenses

Decrease (increase) in trade receivables

1 unchanged sentence

Increase in inventory

Decrease in trade payables

Increase (decrease) in trade payables

Decrease in other payables

1 unchanged sentence

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property, plant and equipment

Investment in short-term bank deposits

Withdrawal from short-term bank deposits

Purchase of property, plant and equipment

Proceeds from sale of property, plant and equipment

Investments in marketable securities

Proceeds from matured marketable securities

Withdrawal from short-term bank deposits

Amounts funded in respect of employee rights upon retirement

1 unchanged sentence

CASH FLOWS FROM FINANCING ACTIVITIES:

Net cash provided by (used in) financing activities

Proceeds from exercise of warrants

Proceeds from issuance of shares and warrants, net

Net cash provided by financing activities

EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS

DECREASE IN CASH AND CASH EQUIVALENTS

INCREASE IN CASH AND CASH EQUIVALENTS

BALANCE OF CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD

BALANCE OF CASH AND CASH EQUIVALENTS AT END OF THE PERIOD

SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES:

Issuance Costs not yet paid

accompanying notes are an integral part of the consolidated financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1 - DESCRIPTION OF BUSINESS

InspireMD, Inc., a Delaware

corporation (the “Company”), together with its subsidiaries, is a medical device company focusing on the development

and commercialization of its proprietary MicroNet™ stent platform technology for the treatment of complex vascular and coronary

Inc., a Delaware corporation (the “Company”), together with its subsidiaries, is a medical device company focusing on

the development and commercialization of its proprietary MicroNet™ stent platform technology for the treatment of complex vascular

and coronary disease.

MicroNet, a micron mesh sleeve, is wrapped over a stent to provide embolic protection in stenting procedures.

The Company’s carotid

product (CGuard™ EPS) combines MicroNet and a self-expandable nitinol stent in a single device to treat carotid artery disease.

The Company markets its

product through distributors in international markets, mainly in Europe.

As of the date of issuance

of these consolidated financial statements, the Company has the ability to fund its planned operations for at least the next 12 months.

However, the Company expects to continue incurring losses and negative cash flows from operations until its product, CGuard™

EPS, reaches commercial profitability.

Therefore, in order to fund the Company’s operations until such time that the Company

can generate substantial revenues, the Company may need to raise additional funds.

Related to the Company’s Operations in Israel including the recent attack by Hamas and other terrorist organizations from the Gaza Strip and

Israel’s war against them.

Company’s carotid product (CGuard™ EPS) combines MicroNet and a self-expandable nitinol stent in a single device to treat

carotid artery disease.

Company markets its products through distributors in international markets, mainly in Europe.

of the date of issuance of the condensed consolidated financial statements, the Company has the ability to fund its planned

operations for at least the next 12 months.

However, the Company expects to continue incurring losses and negative cash flows from

operations until its product, CGuard™ EPS, reaches commercial profitability.

Therefore, in order to fund the Company’s

operations until such time that the Company can generate substantial revenues, the Company may need to raise additional

War against Hamas

October 2023, Israel was attacked by a terrorist organization and entered a state of war.

As of the date of these consolidated financial

statements, the war in Israel is ongoing and continues to evolve.

The Company operations, including its production facility, are located

In addition, since the commencement of

these events, there have been continued hostilities along Israel’s northern border with Lebanon (with the Hezbollah terror

organization) and southern border (with the Houthi movement in Yemen) As of the date of these consolidated financial statements, the

war in Israel is ongoing and continues to evolve.

The Company operations, including its production facility, are located in Israel.

Currently, such activities in Israel remain largely unaffected.

During the three months ended March 31, 2024, the impact

of this war on the Company’s results of operations and financial condition was immaterial, but such impact may increase, which

During the six months ended June 30, 2024, the impact of

this war on the Company’s results of operations and financial condition was immaterial, but such impact may increase, which

could be material, as a result of the continuation, escalation or expansion of such war.

2 - BASIS OF PRESENTATION

accompanying unaudited consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements.

In the opinion of the Company, the financial statements reflect all adjustments, which include only normal recurring adjustments, necessary

for a fair statement of its financial position as of March 31, 2024 and its results of operations, changes in equity and cash flows for

the three months ended March 31, 2024 and 2023.

These consolidated financial statements and notes thereto are unaudited and should be

read in conjunction with the Company’s audited financial statements for the year ended December 31, 2023, as found in the Company’s

Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 5, 2024.

The results of operations for the three

months ended March 31, 2024 are not necessarily indicative of results that could be expected for the entire fiscal year.

accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated

financial statements for the year ended December 31, 2023.

In the opinion of the company, all adjustments considered necessary for a

fair statement of the results of the interim periods reported herein have been included (consisting only of normal recurring

adjustments).

These condensed consolidated financial statements and notes thereto are unaudited and

should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2023, as found

in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 5, 2024.

of operations for the three and six months ended June 30, 2024, are not necessarily indicative of results that could be expected for

the entire fiscal year.

3 - RECENTLY ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS

adopted accounting pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”)

issued Accounting Standards Update (“ASU”) 2020-06 “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging –

Contracts in Entity’s Own Equity (Subtopic 815 – 40).” This guidance simplifies the accounting for certain financial

instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s

This ASU is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within

those fiscal years.

The Company adopted the provisions of this update as of January 1, 2024 with no material impact on its consolidated

financial statements.

August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

2020-06 “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts

in Entity’s Own Equity (Subtopic 815 – 40).” This guidance simplifies the accounting for certain financial

instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own

This ASU is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within those

fiscal years.

The Company adopted the provisions of this update as of January 1, 2024 with no material impact on its condensed

consolidated financial statements.

issued accounting pronouncement, not yet adopted

In November 2023, the FASB

issued ASU 2023-07 “Segment Reporting:

November 2023, the FASB issued ASU 2023-07 “Segment Reporting:

Improvements to Reportable Segment Disclosures”.

This guidance expands public

entities segment disclosures primarily by requiring disclosure of significant segment expenses that are regularly provided to the

chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of

its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets.

entities with a single reportable segment are required to provide the new disclosures and all the disclosures required under Accounting Standards Codification (“ASC”)

The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning

after December 15, 2024, with early adoption permitted.

The amendments are required to be applied retrospectively to all prior periods

presented in an entity’s financial statements.

The Company is currently evaluating this guidance to determine the impact it

may have on its consolidated financial statements related disclosures.

In December 2023, the FASB

issued ASU 2023-09 “Income Taxes (Topic 740):

guidance expands public entities segment disclosures primarily by requiring disclosure of significant segment expenses that are

regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an

amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or

loss and assets.

Public entities with a single reportable segment are required to provide the new disclosures and all the

disclosures required under Accounting Standards Codification (“ASC”) 280.

The guidance is effective for fiscal years

beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption

The amendments are required to be applied retrospectively to all prior periods presented in an entity’s financial

The Company is currently evaluating this guidance to determine the impact it may have on its condensed consolidated

financial statements related disclosures.

December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures”.

This guidance is intended to enhance

the transparency and decision-usefulness of income tax disclosures.

The amendments in ASU 2023-09 address investor requests for enhanced

income tax information primarily through changes to disclosure regarding rate reconciliation and income taxes paid both in the U.S.

This guidance

is intended to enhance the transparency and decision-usefulness of income tax disclosures.

The amendments in ASU 2023-09 address investor

requests for enhanced income tax information primarily through changes to disclosure regarding rate reconciliation and income taxes paid

both in the U.S.

and in foreign jurisdictions.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 on a prospective basis,

with the option to apply the standard retrospectively.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 on a prospective

basis, with the option to apply the standard retrospectively.

Early adoption is permitted.

The Company is currently evaluating this guidance

to determine the impact it may have on its consolidated financial statements disclosures.

to determine the impact it may have on its condensed consolidated financial statements disclosures.

4 – FAIR VALUE MEASUREMENTS

13 unchanged sentences

OF FINANCIAL ASSETS SUBJECT TO FAIR VALUE MEASUREMENTS

As of March 31, 2024

($ in thousands)

As of June 30, 2024

Cash equivalents-

12 unchanged sentences

models utilizing market observable inputs to determine their fair value.

cost of marketable securities as of March 31, 2024 is $ 23,878 thousand.

Fair value of financial instruments

carrying amounts of financial instruments included in working capital approximate their fair value due to the relatively short-term maturities

of such instruments.

As of March 31, 2024, and

December 31, 2023, allowance for expected credit loss was immaterial.

cost of marketable securities as of June 30, 2024, is $ 18,137 thousand.

The cost of marketable securities as of December 31, 2023 is $ 28,727

5 - MARKETABLE SECURITIES

following table sets forth the Company’s marketable securities for the indicated period:

following table sets forth the Company’s marketable securities for the indicated periods:

OF MARKETABLE SECURITIES

2 unchanged sentences

Marketable securities

following table summarizes the fair value of the Company’s marketable securities classified by maturity as of March 31, 2024, and

following table summarizes the fair value of the Company’s marketable securities classified by maturity as of June 30, 2024, and

December 31, 2023:

1 unchanged sentence

in thousands)

Amounts maturing within one year

Amounts maturing after one year through two years

table below sets forth a summary of the changes in the fair value of the Company’s marketable securities for the three month period

ended March 31, 2024:

maturing within one year

maturing after one year through two years

table below sets forth a summary of the changes in the fair value of the Company’s marketable securities for the six months period

ended June 30, 2024:

OF CHANGES IN FAIR VALUE OF MARKETABLE SECURITIES

Three months ended

Six months ended June 30,

($ in thousands)

3 unchanged sentences

Balance at end of the period

of March 31, 2024, there were 1,718

shares of Series C preferred stock outstanding, convertible into an aggregate of 7,952

shares of the Company’s common stock, with a total stated value of $ 10,997 .

As of March 31, 2024, there

are 15,254,623 outstanding pre-funded warrants.

As of March 31, 2024, the

Company has outstanding warrants to purchase an aggregate of 53,396,008 shares of common stock as follows:

of Series H Warrant

Series H Warrants have a term of the earlier of (i) five years from the date of issuance and (ii) 20 trading days following the Company’s

public release of primary and secondary end points related to one year follow up study results from the Company’s C-GUARDIANS pivotal

the announcement on May 28, 2024 of the one year follow up study results from the Company’s C-GUARDIANS pivotal trial, the

Series H warrants for the purchase of 12,914,086

shares of common stock were exercised in full into 292,996

shares of common stock and pre-funded warrants exercisable into 12,621,090

shares of common stock.

The net proceeds to the Company from the exercise of the Series H warrants were $ 16.9

million after deduction of placement agent fees of $ 1 million.

The Series H warrants, each exercisable at $ 1.3827

per share of common stock and $ 1.3826

per pre-funded warrant, were issued as part of the private placement financing that the Company consummated on May 15, 2023.

of June 30, 2024, there are 26,347,323 outstanding pre-funded warrants.

of June 30, 2024, there were 1,718 shares of Series C Preferred Stock outstanding, convertible into an aggregate of 7,952 shares of the

company’s common stock with a total stated value of $ 10,997 .

of June 30, 2024, the Company has outstanding warrants to purchase an aggregate of 40,479,588 shares of common stock as follows:

SCHEDULE OF ISSUANCE OF WARRANTS TO PURCHASE COMMON STOCK

Number of underlying

Exercise price

Expiration date

Series E Warrants

September 24, 2024

Series F Warrants

June 5, 2025-October 16, 2025

Series G Warrants

Series H Warrants

February 8, 2026

Series I Warrants

2 unchanged sentences

Underwriter Warrants

September 24, 2024

Total Warrants

of March 31, 2024, the Company had 155,000,000 authorized shares of capital stock, par value $ 0.0001 per share, of which 150,000,000

are shares of common stock and 5,000,000 are shares of “blank check” preferred stock.

the three months ended March 31, 2024, the Company granted 1,634,403 restricted shares of the Company’s common stock to employees

and directors.

The shares to employees are subject to a three-year vesting period, with one-third of such awards vesting each year.

The Warrants have a term

of the earlier of (i) May 15, 2025 and (ii) (A) in the case of the Series I Warrants, 20 trading days following the Company’s

announcement of receipt of Premarket Approval from the Food and Drug Administration (“FDA”) for the CGuard Prime Carotid

Stent System (135 cm), (B) in the case of the Series J Warrants, 20 trading days following the Company’s announcement of receipt

of FDA approval for the SwitchGuard and CGuard Prime 80 and (C) in the case on the Series K Warrants, 20 trading days following the

end of the fourth fiscal quarter after the fiscal quarter in which the first commercial sales of the CGuard Carotid Stent System in

the United States begins.

of June 30, 2024, the Company had 155,000,000 authorized shares of capital stock, par value $ 0.0001 per share, of which 150,000,000 are

shares of common stock and 5,000,000 are shares of “blank check” preferred stock.

the six months ended June 30, 2024, the Company granted 1,634,403

restricted shares of the Company’s common stock to employees and directors.

The shares to employees are subject to a

three-year vesting period, with one-third of such awards vesting each year.

The shares to directors are subject to a one-year vesting period.

fair value of the above restricted shares was approximately $ 5.07 million.

the three months ended March 31, 2024, the Company granted 563,499 restricted share units of the Company’s common stock to

the chief executive officer.

the six months ended June 30, 2024, the Company granted 563,499 restricted share units of the Company’s common stock to the chief

executive officer.

The shares are subject to a three-year vesting period, with one-third of such awards vesting each year.

fair value of the above restricted share units was approximately $ 1.77 million.

the three months ended March 31, 2024, the Company granted to employees and directors options to purchase a total of 715,614

shares of the Company’s common stock.

The options have an exercise prices ranging from $ 2.71 -$ 3.14

per share, which was the fair market value of the Company’s common stock on the respective dates of the grant.

The options to

employees are subject to a three-year vesting period, with one-third of such awards vesting each year.

The options to directors are

subject to a one-year vesting period.

the six months ended June 30, 2024, the Company granted to employees and directors options to purchase a total of 715,614 shares of the

Company’s common stock.

The options have exercise prices ranging from $ 2.71 -$ 3.14 per share, which was the fair market value of

the Company’s common stock on the respective dates of the grant.

The options to employees are subject to a three-year vesting period,

with one-third of such awards vesting each year.

The options to directors are subject to a one-year vesting period.

calculating the fair value of the above options, the Company used the following assumptions:

dividend yield of 0 % and expected term

of 5.5 - 6.5 years;

dividend yield of 0 % and expected term of

5.5 - 6.5 years;

expected volatility ranging from 96.40 %- 119.38 %;

1 unchanged sentence

fair value of the above options, using the Black-Scholes option-pricing model, was approximately $ 1.85 million.

April 1, 2024, the Company granted to consultants options to purchase a total of 125,000 shares of the Company’s common stock.

The options have an exercise price of $ 2.37 per share, which was the fair market value of the Company’s common stock on the date

of the grant.

25,000 options are subject to a two-year vesting period (of which 12,500 options are vesting in the first year and 12,500

options are vesting in the second year) and 100,000 options with performance conditions related to clinical activities.

calculating the fair value of the above options, the Company used the following assumptions:

dividend yield of 0 % and expected term of

5.125 - 6 years;

expected volatility ranging from 96.01 %- 100.76 %;

and risk-free interest rate ranging from 4.33 %- 4.34 %.

fair value of the above options, using the Black-Scholes option-pricing model, was $ 233,169 .

7 – RELATED PARTIES TRANSACTIONS

During the three months ended March 31, 2024, a member of the immediate family of the CEO provided certain administrative services

in connection with the Company’s expansion to the U.S.

in the amount of $ 15 thousand.

the six and three months ended June 30, 2024, a member of the immediate family of the CEO provided certain administrative services in

connection with the Company’s expansion to the U.S.

in the amount of $ 30,000 and $ 15,000 , respectively.

8 - NET LOSS PER SHARE :

4 unchanged sentences

units and Series C preferred stock as the effect is anti-dilutive.

the purpose of calculating basic net loss per share, the additional shares of common stock that are issuable upon exercise of the

pre-funded warrants have been included since the shares are issuable for a negligible consideration, as determined by the Company

according to ASC 260-10-45-13, and have no vesting or other contingencies associated with them.

For the three month period ended

March 31, 2024, the Company had weighted average pre-funded warrants to purchase 15,254,623

share of common stock, which was used in the computation of net loss per share for the quarter.

total number of shares of common stock related to outstanding options, warrants, unvested restricted stock, unvested restricted

stock units and Series C preferred stock, which were excluded from the calculations of diluted loss per share were 62,556,668

and 2,773,675

for the three month period ended March 31, 2024 and 2023.

the purpose of calculating basic net loss per share, the additional shares of common stock that are issuable upon exercise of the pre-funded

warrants have been included since the shares are issuable for a negligible consideration, as determined by the Company according to ASC

260-10-45-13, and have no vesting nor any other contingencies associated with them.

For the six and three-month periods ended June 30, 2024,

we had weighted average pre-funded warrants of 15,385,212 and 15,515,802 , respectively, which were used in the computations of net loss

per share for the six and three-month periods.

total number of shares of common stock related to outstanding options, warrants, unvested restricted stock, unvested restricted stock

units and Series C Preferred Stock excluded from the calculations of diluted loss per share were 48,550,189 and 59,624,929 for the six

and three-month periods ended June 30, 2024 and 2023, respectively.

This amount includes 3,744,828

of unvested restricted stock included in the number of issued and outstanding shares as of March 31, 2024 and 2023.

and 2,905,615 of unvested restricted stock included in the number of issued and outstanding shares as of June 30, 2024 and 2023, respectively.

9 - FINANCIAL INSTRUMENTS :

Fair value of financial instruments

carrying amounts of financial instruments approximate their fair value either because these amounts are presented at fair value or due

to the relatively short-term maturities of such instruments.

As of June 30, 2024, and December 31, 2023, allowance for expected

credit loss was immaterial.

10- INVENTORY :

10 unchanged sentences

Accrued expenses

Issuance costs not yet paid

Clinical trial accrual

6 unchanged sentences

SCHEDULE OF REVENUES ATTRIBUTED TO GEOGRAPHIC AREAS

Three months ended

in thousands)

No single country included in other generated more than 10%

of total revenue

principal customers:

OF REVENUES ATTRIBUTED TO GEOGRAPHIC AREAS BY PRINCIPAL CUSTOMERS

Three months ended

tangible long lived assets are located in Israel.

substantially tangible long lived assets are located in Israel.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements