InspireMD, Inc. Amends Warrants; Lowers Exercise Price, Adjusts Expiration

What Happened

• InspireMD, Inc. announced on September 21, 2026 that it entered into amendments (the “Warrant Amendments”) with certain holders of its Series J and Series K common stock purchase warrants. The Series J warrants cover up to 9,543,952 shares and the Series K warrants cover up to 9,543,947 shares in aggregate.
• For holders that agreed to the amendments (some of whom are board members), the Company modified the exercise price to $0.7674 (reduced by $0.0001 for holders who elect pre-funded warrants on exercise) for 50% of the shares underlying those holders’ Series J warrants and for all shares underlying those holders’ Series K warrants. The termination date for those amended portions is now 5:00 p.m. ET on the earlier of May 15, 2028 or 20 trading days after the Company announces FDA approval of the CGuard Prime 80 cm. The other 50% of the Series J shares for amending holders and the terms of warrants held by non‑participating holders remain unchanged.

Key Details

• Date filed: September 21, 2026 (Form 8-K).
• Affected instruments: Series J (up to 9,543,952 shares) and Series K (up to 9,543,947 shares) warrants.
• New exercise price for amended portions: $0.7674 (less $0.0001 for pre-funded warrant election).
• New termination date for amended portions: earlier of May 15, 2028 or 20 trading days after announcement of FDA approval for CGuard Prime 80 cm.
• Company issued a press release announcing the Warrant Amendments (filed as Exhibit 99.1).

Why It Matters

• Lowering the exercise price makes it cheaper for warrant holders to buy common stock, which can lead to future dilution if and when those warrants are exercised.
• Extending and conditioning the termination date (including linkage to FDA approval of CGuard Prime 80 cm) changes the timing risk and potential for exercise; investors should note both the extended window and the event-driven cutoff tied to FDA news.
• Because some amending holders are board members, the changes involve insiders; however, warrants held by holders who did not agree to the amendments remain on their original terms.