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Shareholders’ Equity

6 Months Ended

Jun. 30, 2025

Shareholders’ Equity [Abstract]

SHAREHOLDERS’ EQUITY

NOTE 6 – SHAREHOLDERS’ EQUITY:

a.

As of June 30, 2025 total of 10,690 common stock are held by the company as treasury shares.

b.

Total outstanding warrants as of June 30, 2025, are as follow:

		Number of warrants				Exercise price			Period left in years
Warrants May 2023			66,127			$4.625			3.6
Warrants December 2023			1,360,170			$1.18 - $1.47			4.2
Warrants June 2024			1,069,647			$2 - $3.43			4.7
Warrants July 2024			2,069,317			$2.5 - $1.75			1.45
Other			36,942			$10.27 - $50			1.20 - 2.1
Outstanding as of June 30, 2025			4,602,203

c.

At the Market Offering Agreement:

On September 18, 2024, the Company entered into At the Market Offering Agreement (the “ATM Agreement”), with H.C. Wainwright & Co. (“Wainwright”), as sales agent, pursuant to which the Company may issue and sell shares of its common stock, from time to time, through Wainwright.

Under the ATM Agreement, Wainwright may sell shares in transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act, as amended, or in any other method permitted by law, including in privately negotiated transactions.

The Company or Wainwright may suspend or terminate the ATM Agreement upon notice to the other party and subject to other conditions.

The Company will pay Wainwright a commission of 3.0% of the gross sales price of any common stock sold under the ATM Agreement and has agreed to provide Wainwright with customary indemnification and contribution rights. The Company will also reimburse Wainwright for certain specified expenses.

During the first quarter of 2025, the company issued and sold 1,394,934 shares of common stock for gross proceeds of approximately $1,750 thousand. Total cost related to the offering is approximately $170.

During the second quarter of 2025, the company issued and sold 506,365 shares of common stock for gross proceeds of approximately $350 thousand. Total cost related to the offering is approximately $53 thousand.

d.

Share-based compensation:

1)

A summary of the Company’s share options, granted to employees, directors, under option plans is as follows:

		Number of options				Weighted Average Exercise Price				Weighted Average Remaining Contractual Life
Outstanding – January 1, 2025			62,678				4.38				3.4
Granted			-				-				-
Exercised			-				-				-
Forfeited			(1,248	)			5.21				-

Outstanding – June 30, 2025			61,430				4.36				2.6
Exercisable – June 30, 2025			59,015				3.9				2.4

The majority of the share-based compensation expenses included in the Condensed consolidated statements of comprehensive loss under General and Administrative.

As of June 30, 2025, the unrecognized compensation costs related to those unvested stock options are $9, which are expected to be recognized over a weighted-average period of 6 months.

2)

A summary of the Company’s RSUs, granted to employees, directors, under option plans is as follows:

		June 30, 2025
		Number of RSUs				Weighted- Average Grant Date Fair Value
RSUs outstanding at the beginning of the year			36,254				12.38
Granted during the period			-				-
Vested during the period			(15,763	)			4.77
Forfeited during the period			-				-
Outstanding as of June 30, 2025			20,491				3.74

The majority of the RSUs expenses included in the Condensed consolidated statements of comprehensive loss under General and Administrative.

As of June 30, 2025, the unrecognized compensation cost related to unvested RSUs is approximately $42 which are expected to be recognized over a weighted-average period of 6 months.