UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 17, 2025
MICROBOT MEDICAL INC.
(Exact name of registrant as specified in its charter)
Delaware | 000-19871 | 94-3078125 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
175 Derby St., Bld. 27
Hingham, MA 02043
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (781) 875-3605
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, $0.01 par value | MBOT | NASDAQ Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.02. Unregistered Sales of Equity Securities.
Since May 13, 2025, Microbot Medical Inc. (the “Company”) issued an aggregate of 1,480,504 shares of its common stock, par value $0.01 per share (the “Shares”), upon the exercise of an aggregate of 221,062 outstanding Series E preferred investment options (the “Series E Options”) and 1,259,442 Series F preferred investment options (the “Series F Options” and, collectively with the Series E Options, the “Options”), by the holders of the Options. The exercise price per share of the Options was $1.50, generating gross proceeds to the Company, before deducting placement agent fees and expenses, of approximately $2.22 million.
The Shares were issued pursuant to the exemption provided in Section 4(a)(2) under the Securities Act of 1933, as amended, as transactions by an issuer not involving any public offering.
Each of the Shares underlying the Series E Options were registered for resale by the Company on a Registration Statement on Form S-3 (Registration No.: 333-276487) on behalf of the holders of the Series E Options. Each of the Shares underlying the Series F Options were registered for resale by the Company on a Registration Statement on Form S-3 (Registration No.: 333-280113) on behalf of the holders of the Series F Options.
Item 7.01 Regulation FD Disclosure.
On June 17, 2025, the Company issued a press release announcing that it has been granted a patent in China by the China National Intellectual Property Administration (CNIPA), a key step in the Company’s global IP expansion strategy. The patent covers the robotic manipulation of a surgical tool handle.
The press release, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K, is incorporated herein by reference. The information in this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will not be deemed an admission as to the materiality of any information in this Item 7.01 or Exhibit 99.1.
Item 8.01 Other Events
The Company’s intellectual property with respect to the LIBERTY® Endovascular Robotic System, with the addition of the granting of the Patent referred to in Item 7.01 above, now includes nine patents granted globally.
Item 9.01 Financial Statements and Exhibits
Exhibit | Description | |
99.1 | Press release | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
MICROBOT MEDICAL INC. | ||
By: | /s/ Harel Gadot | |
Name: | Harel Gadot | |
Title: | Chief Executive Officer, President and Chairman |
Date: June 17, 2025
Exhibit 99.1
Microbot Medical Strengthens Global IP Portfolio with Newly Granted Patent in China
Significant Development Supports Long-Term Global Commercial Strategy of the LIBERTY® System
HINGHAM, Mass., June 17, 2025 — Microbot Medical Inc. (Nasdaq: MBOT), developer of the innovative LIBERTY Endovascular Robotic System, announced that it has been granted a critical patent in China by the China National Intellectual Property Administration (CNIPA), a key step in the Company’s global IP expansion strategy. The patent, which covers the robotic manipulation of a surgical tool handle, further validates the Company’s technological innovation and expands its intellectual property (IP) portfolio. This milestone demonstrates Microbot’s continued commitment to protect its proprietary technology as it builds a broader global commercialization strategy.
This growing portfolio with respect to LIBERTY, which includes nine patents granted globally and 59 patent applications pending, helps ensure the Company maintains a competitive advantage while protecting the unique capabilities of the LIBERTY System. The Company’s primary objective remains focused on the U.S. market and preparing for the anticipated Q3 2025 commercial launch of the LIBERTY Endovascular Robotic System, upon planned FDA clearance.
Preparations for the anticipated U.S. launch are underway with regulatory, operational and commercial activities accelerating. In parallel, Microbot is laying the groundwork to enter international markets and maximize the long-term potential of the LIBERTY system.
“As we move closer to our projected U.S. commercial launch of the LIBERTY System, upon planned FDA clearance, we continue to take the necessary steps to build and protect the foundation for sustained growth and global reach,” said Harel Gadot, Chairman, CEO & President. “With an estimated over two million peripheral endovascular procedures performed annually in the U.S., and another approximately 2.9 million estimated in China, we believe the opportunity to impact developed and emerging markets is significant. Expanding access to endovascular robotics is central to our mission to improve patient outcomes and enhance procedural capabilities for physicians worldwide.”
LIBERTY® is an investigational device pending FDA 510(k) clearance, and is currently not available for sale in the U.S.
About Microbot Medical
Microbot Medical Inc. (NASDAQ: MBOT) is a pre-commercial stage medical technology company with a vision to redefine endovascular robotics and improve the quality of care for millions of patients and providers globally. The Company has developed the world’s first single-use, fully disposable endovascular robotic system, which aims to eliminate traditional barriers to accessing advanced robotic systems. Further information about Microbot Medical® is available at http://www.microbotmedical.com.
Safe Harbor
Statements to future financial and/or operating results, future growth in research, technology, clinical development, commercialization and potential opportunities for Microbot Medical Inc. and its subsidiaries, along with other statements about the future expectations, beliefs, goals, plans, or prospects expressed by management, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. Any statements that are not historical fact (including, but not limited to statements that contain words such as “will,” “believes,” “plans,” “anticipates,” “expects” and “estimates”) should also be considered to be forward-looking statements. Forward-looking statements involve risks and uncertainties, including, without limitation, the Company’s need for and ability to obtain additional working capital to continue its transition to a commercially focused company, market conditions, risks inherent in the development and/or commercialization of the LIBERTY® Endovascular Robotic System, uncertainty in the results of regulatory pathways and regulatory approvals, including whether the FDA will timely grant 510(k) clearance to commercially market the LIBERTY® Endovascular Robotic System in the United States if at all, uncertainty resulting from political, social and geopolitical conditions, particularly any changes in personnel or processes or procedures at the FDA and announcements of tariffs on imports into the U.S., disruptions resulting from new and ongoing hostilities between Israel and the Palestinians, Iran and other neighboring countries, and maintenance of intellectual property rights. Additional information on risks facing Microbot Medical® can be found under the heading “Risk Factors” in Microbot Medical’s periodic reports filed with the Securities and Exchange Commission (SEC), which are available on the SEC’s web site at www.sec.gov. Microbot Medical® disclaims any intent or obligation to update these forward-looking statements, except as required by law
Investor Contact:
IR@microbotmedical.com