InspireMD, Inc. 8-K

What Happened

• On April 3, 2026, InspireMD, Inc. announced an Equity Distribution Agreement with BTIG, LLC under which the company may sell up to $75,000,000 of its common stock in an “at-the-market” offering. The sales will be made under the company’s Form S-3 registration (File No. 333-286309) and a Prospectus Supplement dated April 3, 2026. BTIG will act as sales agent and may also sell shares in negotiated transactions with the company’s consent.

Key Details

• Offering size: up to $75,000,000 of common stock (at the company’s option).
• Sales terms: “at-the-market” sales under Rule 415, via BTIG; BTIG may receive up to a 3.0% commission on gross proceeds.
• Registration: Shares issued under the company’s Form S-3 (declared effective April 10, 2025).
• Prior ATM terminated: Effective April 3, 2026, InspireMD terminated its prior Piper Sandler equity distribution agreement; no termination penalties and 1,361,519 shares had been sold under that prior program.

Why It Matters

• This agreement gives InspireMD a ready mechanism to raise capital by selling shares over time, which the company intends to use for operations (R&D, sales and marketing, working capital, and other corporate purposes).
• Sales are at the company’s discretion and not guaranteed; any issuance will dilute existing shareholders if shares are sold.
• Costs to raising capital through this program include BTIG’s sales commission (up to 3%) and customary indemnities to the agent.