Current Report Filing (8-k)
September 28 2018 - 5:50PM
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): September 24, 2018
InspireMD,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-35731
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26-2123838
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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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321 Columbus
Avenue
Boston,
MA
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02116
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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: (857) 305-2410
(Former name or former address, if changed since
last report)
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))
Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On September 24, 2018,
InspireMD, Inc. (the “
Company
”) and Agustin Gago, the Company’s executive vice president and chief
commercial officer, entered into a General Release and Severance Agreement (the “
Separation Agreement
”),
pursuant to which the parties mutually agreed that Mr. Gago’s employment shall cease for all positions, offices and authority
with the Company, effective as of September 30, 2018 (the “
Separation Date
”). Mr. Gago fully and irrevocably
released and discharged the Company, including all of its affiliates, parent companies, subsidiary companies, employees, owners,
directors, officers, principals, agents, insurers, and attorneys from any and all claims arising or existing on, or at any time
prior to, the date the Separation Agreement was signed by him, and the Company agreed to pay severance payments, in an amount equal
to Mr. Gago’s base salary Mr. Gago would have earned if he had remained employed from the Separation Date through October
23, 2018, less applicable payroll deductions and tax withholdings, to be paid in equal installments in accordance with the Company’s
standard payroll practices; and (ii) additional severance payments, in an amount equal to $125,000, less applicable payroll deductions
and tax withholdings, to be paid in equal installments in accordance with the Company’s standard payroll practices, commencing
on the first payroll date following October 23, 2018 through March 23, 2019.
The foregoing summary of
the Separation Agreement is not complete and is qualified in its entirety by reference to the full text of the Separation Agreement,
a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On September 24, 2018,
the Company issued a press release announcing that its CGuard™ Embolic Prevention System has been granted regulatory approval
by COFEPRIS (the Mexican Ministry of Health) for commercial sale in Mexico. A copy of such press release is attached to this Current
Report on Form 8-K as Exhibit 99.1 and is hereby incorporated by reference herein.
On
September 27, 2018, the Company issued a press release announcing that preliminary cumulative three-year follow-up safety, efficacy
and stroke prevention durability data from the PARADIGM-Extend trial of CGuard™ EPS was presented at the Cardiovascular
Research Foundation’s Transcatheter Cardiovascular Therapeutics (TCT) 2018 conference, which was held September 21-25 in
San Diego. A copy of such press release is attached to this Current Report on Form 8-K as Exhibit 99.2 and is hereby incorporated
by reference herein.
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Item 9.01
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Financial Statements and Exhibits.
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(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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InspireMD,
Inc.
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Date:
September 28, 2018
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By:
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/s/
Craig Shore
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Name:
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Craig
Shore
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Title:
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Chief
Financial Officer
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