InspireMD Announces Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

InspireMD (NSPR), developer of the CGuard™ Prime carotid stent system, has announced the approval of inducement grants for 11 new non-executive employees. The grants, consisting of 299,398 shares of restricted stock, were approved by the company's Compensation Committee under Nasdaq Listing Rule 5635(c)(4).

The grants, dated April 1, 2025, were issued outside of InspireMD's 2021 Equity Compensation Plan and under the company's 2024 Inducement Plan. The restricted stock follows a three-year vesting schedule: one-third vests after the first year, with the remaining portions vesting equally on the second and third anniversaries, contingent on continued employment.

Positive

• Company demonstrates ability to attract new talent with equity compensation
• Structured vesting schedule helps retain employees over three-year period

Negative

• Potential dilution of existing shareholders through issuance of 299,398 new restricted shares

MIAMI, April 08, 2025 (GLOBE NEWSWIRE) -- InspireMD, Inc. (Nasdaq: NSPR), developer of the CGuard™ Prime carotid stent system for the prevention of stroke, today announced that the Compensation Committee of InspireMD’s Board of Directors approved inducement grants to 11 new non-executive employees in the aggregate amount of 299,398 shares of restricted stock (the “Inducement Grants”) outside of InspireMD’s 2021 Equity Compensation Plan, with a grant date as of April 1, 2025, as an inducement material to the employees and the director entering into employment with InspireMD, in accordance with Nasdaq Listing Rule 5635(c)(4).

The Inducement Grants were granted under the InspireMD’s 2024 Inducement Plan, which is used exclusively for the grant of equity awards to individuals who were not previously employees of InspireMD, or following a bona fide period of non-employment, as an inducement material to such individuals entering into employment with InspireMD, pursuant to Nasdaq Listing Rule 5635(c)(4).

The restricted stock vests over a three-year period, with one-third vesting on the first anniversary of the grant and the remainder vesting in two equal installments on the second and third anniversaries of the grant date, subject to continued employment with InspireMD as of such vesting dates.

About InspireMD, Inc.
InspireMD seeks to utilize its proprietary MicroNet® technology to make its products the industry standard for carotid stenting by providing outstanding acute results and durable, stroke-free long-term outcomes. InspireMD’s common stock is quoted on the Nasdaq under the ticker symbol “NSPR”.

We routinely post information that may be important to investors on our website. For more information, please visit www.inspiremd.com.

Forward-looking Statements
This press release contains “forward-looking statements.” Forward-looking statements include, but are not limited to, statements regarding InspireMD or its management team’s expectations, hopes, beliefs, intentions or strategies regarding future events, future financial performance, strategies, expectations, competitive environment and regulation, including potential U.S. commercial launch. Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential”, “scheduled” or similar words. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the company’s control, and cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with our history of recurring losses and negative cash flows from operating activities; substantial doubt about our ability to continue as a going concern; significant future commitments and the uncertainty regarding the adequacy of our liquidity to pursue our complete business objectives; our need to raise additional capital to meet our business requirements in the future and such capital raising may be costly or difficult to obtain and could dilute out stockholders’ ownership interests; market acceptance of our products; an inability to secure and maintain regulatory approvals for the sale of our products; negative clinical trial results or lengthy product delays in key markets; our ability to maintain compliance with the Nasdaq listing standards; our ability to generate revenues from our products and obtain and maintain regulatory approvals for our products; our ability to adequately protect our intellectual property; our dependence on a single manufacturing facility and our ability to comply with stringent manufacturing quality standards and to increase production as necessary; the risk that the data collected from our current and planned clinical trials may not be sufficient to demonstrate that our technology is an attractive alternative to other procedures and products; intense competition in our industry, with competitors having substantially greater financial, technological, research and development, regulatory and clinical, manufacturing, marketing and sales, distribution and personnel resources than we do; entry of new competitors and products and potential technological obsolescence of our products; inability to carry out research, development and commercialization plans; loss of a key customer or supplier; technical problems with our research and products and potential product liability claims; product malfunctions; price increases for supplies and components; insufficient or inadequate reimbursement by governmental and other third-party payers for our products; our efforts to successfully obtain and maintain intellectual property protection covering our products, which may not be successful; adverse federal, state and local government regulation, in the United States, Europe or Israel and other foreign jurisdictions; the fact that we conduct business in multiple foreign jurisdictions, exposing us to foreign currency exchange rate fluctuations, logistical and communications challenges, burdens and costs of compliance with foreign laws and political and economic instability in each jurisdiction; the escalation of hostilities in Israel, which could impair our ability to manufacture our products; and current or future unfavorable economic and market conditions and adverse developments with respect to financial institutions and associated liquidity risk. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.

Investor Contacts:

Craig Shore
Chief Financial Officer
InspireMD, Inc.
888-776-6804
craigs@inspiremd.com

Webb Campbell
Gilmartin Group LLC
webb@gilmartinir.com
investor-relations@inspiremd.com

FAQ

How many shares of restricted stock did InspireMD (NSPR) grant as inducement awards in April 2025?

InspireMD granted 299,398 shares of restricted stock to 11 new non-executive employees.

What is the vesting schedule for InspireMD's (NSPR) April 2025 inducement grants?

The restricted stock vests over three years: 1/3 after one year, and the remainder in two equal installments on the second and third anniversaries.

Under which plan were InspireMD's (NSPR) April 2025 inducement grants issued?

The grants were issued under InspireMD's 2024 Inducement Plan, outside of the 2021 Equity Compensation Plan.

What is the purpose of InspireMD's (NSPR) April 2025 inducement grants?

The grants serve as an inducement for new employees joining InspireMD who were not previously employed by the company.