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Share Based Compensation

6 Months Ended

Jun. 30, 2022

Disclosure Of Share Based Payment Arrangements Text Block Abstract

NOTE 5 - SHARE BASED COMPENSATION:

In December 2019, the Company established a share option plan (the “Plan”). As of June 30, 2022, a total of 505,473 options to subscribe Ordinary Shares have been granted to employees, consultants and directors under the Plan, and a total of 3,542,542 restricted stock units (“RSUs”)have been granted to employees, consultants and directors under the Plan, of which 1,404,846 RSUs are vested as of June 30, 2022.

On March 24, 2022, the Company’s board of directors approved a grant of 536,141 RSUs to employees and a grant of 22,500 RSUs to the Company’s advisory board members and an additional consultant. The RSUs represents the right to receive Ordinary Shares at a future time. 555,500 RSU’s vest over a period of three years, with 1 year cliff and 3,141 RSUs vested immediately on the grant date. The RSUs to employees were granted under Section 102 of the Israeli Tax Ordinance, which enables the employee to pay a 25% capital gain tax upon exercise.

On March 24, 2022, the Company’s board of directors granted a total of 29,400 options to subscribe for Ordinary Shares to advisory board members. The vesting period is three years commencing on the grant date, with 1 year cliff. The exercise price per share was NIS 0.37($0.12). The contractual life of the options under the Plan is ten years.

On April 6, 2022, the Company’s board of directors approved a grant of fully vested 285,713 RSUs to an officer. The RSUs represents the right to receive Ordinary Shares . The RSUs were granted under Section 102 of the Israeli Tax Ordinance, which enables the employee to pay a 25% capital gain tax upon exercise.

On May 19, 2022, the Company’s board of directors approved a grant of 30,000 RSUs to an employee. The RSUs represents the right to receive Ordinary Shares at a future time and vest over a period of three years, with 1 year cliff period, commencing on the grant date. The RSUs were granted under Section 102 of the Israeli Tax Ordinance, which enables the employee to pay a 25% capital gain tax upon exercise.

The fair value of all granted options was estimated by using the Black Scholes model, which was aimed to model the value of the Company’s assets over time. The simulation approach was designed to take into account the terms and conditions of the share options, as well as the capital structure of the Company and the volatility of its assets, on the date of grant based on certain assumptions. Those conditions are, among others:

(i)

The expected volatility is 50%;

(ii)

The dividend rate 0%; and

(iii)

Expected term – three years.

The valuation was completed with the assistance of an external valuator based on management’s assumptions.

During the six months ended June 30, 2022, the Company recorded share-based payment expenses in the amount of $3,107.

The options to services providers and advisers outstanding as of June 30, 2022, as follows:

	Six months ended June 30, 2022
	Number of options			Weighted average Exercise price NIS
Outstanding at beginning of year		87,833			0.37
Granted		29,400			10.78
Exercised		(2,721	)		0.37
Forfeited		-			-
Outstanding as of June 30, 2022		114,512			3.041
Exercisable options		71826			0.37

During the six-months ended June 30, 2022, the Company recorded share-based payment expenses of option to services providers and advisers in the amount of $22.

The RSUs to services providers and advisers outstanding as of June 30, 2022, as follows:

	Number of RSUs
Outstanding at beginning of year		10,000
Granted		22,500
Vested		1,666
Outstanding as of June 30, 2022		30,834
Vested as of June 30, 2022		1,666

During the six-months ended June 30, 2022, the Company recorded share-based payment expenses of RSUs to services providers and advisers in the amount of $22.

The options to employees and directors outstanding as of June 30, 2022, as follows:

	Six months ended June 30, 2022
	Number of options			Weighted average Exercise price NIS
Outstanding at beginning of year		448,120			0.37
Forfeited		(57,159	)		0.37
Outstanding as of June 30, 2022		390,961			0.37
Exercisable options		324,727			0.37

During the six-months ended June 30, 2022, the Company recorded share-based payment expenses of options to employees and directors in the amount of $110.

The RSUs to employees and directors outstanding as of June 30, 2022, as follows:

	Number of RSUs
Outstanding at beginning of year		2,002,587
Granted		826,854
Vested		747,579
Outstanding as of June 30, 2022		2,081,862
Vested as of June 30, 2022		1,403,180

During the six-months ended June 30, 2022, the Company recorded share-based payment expenses of RSUs to employees and directors in the amount of $2,953.