Item
5.02
|
Departure
of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
|
On
April 7, 2021, Microbot Medical Inc. (the “Company”) announced the appointment of Simon Sharon, age 61, its Chief Technology
Officer since April 2018, as the new General Manager of the Company’s wholly-owned subsidiary, Microbot Medical Ltd. (“Microbot
Israel”). As General Manager, Mr. Sharon will oversee the business and operational activities of Microbot Israel and the Company’s
Israel office.
Mr.
Sharon is a seasoned medical device executive with over 30 years of industry experience. From August 2016 to March 2018, Mr. Sharon served
as the Chief Technology Officer at MEDX Xelerator, an Israel-based medical device and digital health incubator. He is also a director
of XACT Robotics Ltd., a private Israeli company developing a novel platform robotic technology for needle steering in minimally invasive
interventional procedures. Mr. Harel Gadot, the Company’s President, CEO and Chairman, is the Chairman of each of XACT and MEDX
Xelerator. Prior to this, Mr. Sharon held the position of Chief Operating Officer at Microbot Israel before it became a publicly traded
company from February 2013 to August 2016. Prior to joining Microbot Israel, Mr. Sharon was the Vice President of Research & Development
with IceCure Medical, a TASE traded company developing a portfolio of cryogenic ablation systems. Prior to IceCure, he held roles of
increasing responsibility at Rockwell Automation–Anorad Israel Ltd., a leading linear motor-based, precision positioning equipment
manufacturer. Prior to Rockwell, Mr. Sharon was the Research & Development Manager at Disc-O-Tech Medical Technologies Ltd., a private
orthopedic venture that was acquired by Kyphon (currently part of Medtronic), and before this was the Research & Development Manager
at CI Systems, a worldwide supplier of a wide range of electro-optical test and measurement equipment.
The
Company entered into an employment agreement (the “Agreement”), as of March 31, 2018, with Mr. Sharon, to serve as the Company’s
Chief Technology Officer, on an indefinite basis subject to the termination provisions described in the Agreement. The Company expects
to consider revising certain compensatory terms of the Agreement as a result of Mr. Sharon’s elevation to General Manager.
Pursuant
to the terms of the Agreement, Mr. Sharon receives a base salary of NIS48,000 per month plus an overtime payment of NIS12,000 per month.
Mr. Sharon is also entitled to receive an annual cash bonus, based on certain milestones, as determined by the Board of Directors of
the Company.
Mr.
Sharon shall be further entitled to a monthly automobile allowance plus a tax gross up to cover taxes relating to the grant of such motor
vehicle, and pursuant to the Agreement was initially granted options in 2018 to purchase 150,000 shares (pre-stock split) of common stock
of the Company.
Pursuant
to the Agreement, the Company pays to (unless agreed otherwise by the parties) an insurance company or a pension fund, for Mr. Sharon,
an amount equal to 8.33% of the base salary and overtime payments, which shall be allocated to a fund for severance pay, and an additional
amount equal to 6.5% of the base salary and overtime payments, which shall be allocated to a provident fund or pension plan. The Company
also pays an additional sum for disability insurance to insure Mr. Sharon for up to 75% of base salary and overtime payments, and 7.5%
of each monthly payment to be allocated to an educational fund.
Either
the Company or Mr. Sharon may terminate the Agreement without cause (as defined in the Agreement) by providing the other party with ninety
days prior written notice.
The
Company may terminate the Agreement for cause at any time by written notice without any advance notice.
The
Agreement contains customary non-competition and non-solicit provisions pursuant to which Mr. Sharon agrees not to compete and solicit
with the Company. Mr. Sharon also agreed to customary terms regarding confidentiality and ownership of intellectual property.
The foregoing is
a brief description of the Agreement and the material terms of the Agreement and is qualified in its entirety by reference to
the full text of the Agreement, which is included as Exhibit 10.1 to this Current Report and which is incorporated herein
by reference.