Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
* The remainder of this cover page shall
be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act
of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
1.
|
Names
of Reporting Persons.
Mitchell P. Kopin
|
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐
(b) ☐
|
3.
|
SEC
Use Only
|
4.
|
Citizenship
or Place of Organization
United States of America
|
Number
of
Shares Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole
Voting Power
0
|
6.
|
Shared
Voting Power
71,366
|
7.
|
Sole
Dispositive Power
0
|
8.
|
Shared
Dispositive Power
71,366
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
71,366 (see Item 4)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) ☐
|
11.
|
Percent of Class Represented by Amount in Row
(9)
4.99% (see Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
IN; HC
|
1.
|
Names of Reporting Persons.
Daniel B. Asher
|
2.
|
Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) ☐
(b) ☐
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
United States of America
|
Number of
Shares Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
71,366
|
7.
|
Sole Dispositive Power
0
|
8.
|
Shared Dispositive Power
71,366
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
71,366 (see Item 4)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) ☐
|
11.
|
Percent of Class Represented by Amount in Row
(9)
4.99% (see Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
IN; HC
|
1.
|
Names of Reporting Persons.
Intracoastal Capital LLC
|
2.
|
Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) ☐
(b) ☐
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
71,366
|
7.
|
Sole Dispositive Power
0
|
8.
|
Shared Dispositive Power
71,366
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
71,366 (see Item 4)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) ☐
|
11.
|
Percent of Class Represented by Amount in Row
(9)
4.99% (see Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
OO
|
Item 1.
InspireMD, Inc. (the “
Issuer
”)
|
(b)
|
Address of Issuer’s Principal Executive Offices
|
4 Menorat
Hamaor St.
Tel Aviv,
Israel 6744832
Item 2.
|
(a)
|
Name of Person Filing
|
|
(b)
|
Address of Principal Business Office or, if none,
Residence
|
This Schedule 13G is being filed
on behalf of (i) Mitchell P. Kopin, an individual who is a citizen of the United States of America (“
Mr. Kopin
”),
(ii) Daniel B. Asher, an individual who is a citizen of the United States of America (“
Mr. Asher
”) and (iii)
Intracoastal Capital LLC, a Delaware limited liability company (“
Intracoastal
” and together with Mr. Kopin and
Mr. Asher, collectively the “
Reporting Persons
”).
The Reporting Persons have entered
into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as
Exhibit 1
, pursuant to which the
Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities
Exchange Act of 1934, as amended.
The principal business office of
Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483.
The principal business office of
Mr. Asher is 111 W. Jackson Boulevard, Suite 2000, Chicago, Illinois 60604.
|
(d)
|
Title of Class of Securities
|
Common stock, $0.0001 par value per share, of the Issuer
(the “
Common Stock
”).
45779A853
Item 3. If this statement is filed pursuant
to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not applicable.
Item 4.
Ownership.
(a) and (b):
(i) Immediately
following the consummation of the underwritten public offering by the Issuer on April 8, 2019 (the “
Offering
”)
(as disclosed in the Form 8-K filed by the Issuer with the Securities and Exchange Commission on April 8, 2019), each of the Reporting
Persons may have been deemed to have beneficial ownership of 114,053 shares of Common Stock held by Intracoastal, and all such
shares of Common Stock in the aggregate represent beneficial ownership of approximately 8.4% of the Common Stock, based on (1)
871,872 shares of Common Stock outstanding as of March 31, 2019 as reported by the Issuer, plus (2) 486,957 shares of Common Stock
that were issued at the closing of the Offering. The foregoing excludes 174,333 shares of Common Stock issuable upon exercise of
a warrant held by Intracoastal (the “
Intracoastal Warrant
”) because the Intracoastal Warrant contains a blocker
provision under which the holder thereof does not have the right to exercise the Intracoastal Warrant to the extent (but only to
the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates,
and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of
the Common Stock. Without such blocker provision, each of the Reporting Persons may have been deemed to have beneficial ownership
of 288,386 shares of Common Stock.
(ii) As
of the close of business on April 17, 2019, each of the Reporting Persons may have been deemed to have beneficial ownership of
71,366 shares of Common Stock issuable upon exercise of the Intracoastal Warrant
,
and
all such shares of Common Stock represented beneficial ownership of approximately 4.99% of the Common Stock, based on (1) 871,872
shares of Common Stock outstanding as of March 31, 2019 as reported by the Issuer, plus (2) 486,957 shares of Common Stock that
were issued at the closing of the Offering, and (3) 71,366 shares of Common Stock issuable upon exercise of the Intracoastal Warrant.
The foregoing excludes 102,967 shares of Common Stock issuable upon exercise of the Intracoastal Warrant because the Intracoastal
Warrant contains a blocker provision under which the holder thereof does not have the right to exercise the Intracoastal Warrant
to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together
with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s
affiliates, of more than 4.99% of the Common Stock. Without such blocker provision, each of the Reporting Persons may have been
deemed to have beneficial ownership of 174,333 shares of Common Stock.
(c) Number of shares as to which each Reporting Person has:
(i) Sole power to vote or to direct the vote:
0
.
(ii) Shared power to vote or to direct the vote:
71,366
.
(iii) Sole power to dispose or to direct the disposition
of
0
.
(iv) Shared power to dispose or to direct the disposition
of
71,366
.
Item 5.
|
Ownership of Five Percent or Less of a Class
|
If this statement is
being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than
5 percent of the class of securities, check the following
þ
.
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Not applicable.
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
|
Not applicable.
Item 8.
|
Identification and Classification of Members of the Group
|
Not applicable.
Item 9.
|
Notice of Dissolution of Group
|
Not applicable.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose
or effect, other than activities solely in connection with a nomination under §240.14a-11.
SIGNATURE
After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date:
April 17, 2019
|
|
/s/
Mitchell P. Kopin
|
|
|
Mitchell P. Kopin
|
|
|
|
|
|
|
/s/
Daniel B. Asher
|
|
|
Daniel B. Asher
|
|
|
|
|
|
Intracoastal Capital LLC
|
|
|
|
|
|
|
By:
|
/s/ Mitchell P. Kopin
|
|
|
|
Mitchell
P. Kopin, Manager
|
Exhibit 1
JOINT FILING AGREEMENT
The undersigned acknowledge
and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing
additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments,
and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason
to believe that such information is inaccurate.
Date:
April 17, 2019
|
|
/s/
Mitchell P. Kopin
|
|
|
Mitchell P. Kopin
|
|
|
|
|
|
|
/s/
Daniel B. Asher
|
|
|
Daniel B. Asher
|
|
|
|
|
|
Intracoastal Capital LLC
|
|
|
|
|
|
|
By:
|
/s/ Mitchell P. Kopin
|
|
|
|
Mitchell
P. Kopin, Manager
|
Page
9
of 9