UNITED STATES
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CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On December 17, 2025, Kathryn Arnold, a Class III member of the board of directors of InspireMD, Inc. (the “Board” and the “Company”, respectively), a member of the compensation committee of the Board (the “Compensation Committee”), the nominating and corporate governance committee of the Board (the “Nominating Committee”) and the research and development committee of the Board (the “R&D Committee”), tendered her resignation from the Board, effective December 31, 2025. Ms. Arnold’s resignation from the Board was not due to any disagreement with the Company, the Board or the management of the Company on any matter relating to the Company’s operations, policies, practices or otherwise.
In connection with Ms. Arnold’s resignation from the Board, in recognition of the dedicated service of Ms. Arnold to the Company, and notwithstanding the termination of Ms. Arnold’s service, the Compensation Committee approved the acceleration of unvested equity awards held by Ms. Arnold, the extension of the expiration dates of stock option awards held by Ms. Arnold for a period of two years from the effective date of Ms. Arnold’s resignation from the Board, the payment of three additional quarters of Board and Compensation Committee, Nominating Committee and R&D Committee member fees, and the grant of shares of the Company’s common stock and Options, at an exercise price for the Options equal to the closing fair market value of the Company’s common stock on December 30, 2025, in an aggregate amount of approximately $140,000 allocated 75% in common stock and 25% in Options.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| INSPIREMD, INC. | |||
| Date: | December 19, 2025 | By: | /s/ Marvin Slosman |
| Name: | Marvin Slosman | ||
| Title: | Chief Executive Officer | ||