Current Report Filing (8-k)
November 03 2017 - 2:59PM
Edgar (US Regulatory)
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): November 1, 2017
NanoVibronix,
Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-36445
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01-0801232
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(State
or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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9
Derech Hashalom Street
Nesher, Israel
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36651
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (914) 233-3004
(Former
name or former address, if changed since last report)
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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))
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
On
November 1, 2017, NanoVibronix, Inc. (the “Company”) announced the pricing of an underwritten offering of 1,224,488
shares of its common stock (or common stock equivalents) and warrants to purchase up to 918,366 shares of common stock. The offering
was priced at $4.90 per share of common stock (or common stock equivalent), with each share of common stock (or common stock equivalent)
sold with one five-year warrant to purchase 0.75 of one share of common stock, at an exercise price of 6.95 per whole share. The
Company expects to receive proceeds from the offering of approximately $5.1 million, after deducting the applicable underwriting
discount and estimated offering expenses payable by the Company. As a result of the offering, the Company’s common stock
will become listed on the NASDAQ Capital Market and will trade under the ticker symbol “NAOV” beginning on November
2, 2017. The offering is expected to close on or about November 6, 2017, subject to customary closing conditions.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
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NanoVibronix, Inc.
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Date: November 3, 2017
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By:
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/s/ Stephen
Brown
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Name:
Stephen Brown
Title:
Chief Financial Officer
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