Inspira Technologies Oxy Bhn Ltd SEC Filings

Inspira Technologies Oxy B.H.N. Ltd. entered into a definitive agreement for a registered direct offering of 1,565,217 ordinary shares at $1.15 per share, expected to generate gross proceeds of $1.8 million for the company. The shares will be issued under an effective Form F-3 shelf registration, with closing expected on or about December 16, 2025, and net proceeds earmarked for working capital and general corporate purposes.

The company also signed a Standby Equity Purchase Agreement with YA II PN, Ltd., allowing it to sell up to $25 million of ordinary shares over 36 months at 97% of the market price, based on the lowest daily VWAP over a three-day period following an Advance Notice. YA cannot purchase shares that would take its ownership above 4.99%. Inspira will pay a 2% commitment fee in ordinary shares priced at $1.15 and a $25,000 structuring fee, and intends to use any SEPA proceeds for working capital and general corporate purposes.

Inspira Technologies Oxy B.H.N. Ltd. has filed a Form F-3 shelf registration to offer up to $75,000,000 of ordinary shares, warrants and units from time to time. The company’s shares and IPO warrants trade on Nasdaq under “IINN” and “IINNW.” On November 24, 2025, non‑affiliate shareholders held Ordinary Shares with an aggregate market value of approximately $39.7 million, based on 32,984,320 shares outstanding and a $1.31 share price as of September 26, 2025.

The company develops specialty medical devices aimed at replacing traditional mechanical ventilation for acute respiratory failure. As of June 30, 2025, Inspira reported cash and cash equivalents of $2.1 million and total equity of $1.3 million, and its auditors included a going‑concern explanatory paragraph. The prospectus highlights significant risks, including dependence on future financing, regulatory approvals, and exposure to political and military instability in Israel, where most operations are based.

Inspira Technologies Oxy B.H.N. Ltd. (IINN) filed a Form 6-K announcing that it has distributed the Notice of Annual and Extraordinary General Meeting of Shareholders, the proxy statement, and proxy card for a shareholder meeting to be held on December 30, 2025.

Shareholders of record holding ordinary shares as of the close of business on December 2, 2025 are entitled to receive notice and vote at the meeting, including any postponements or adjournments. The report is also incorporated by reference into Inspira’s existing Form F-3 and Form S-8 registration statements.

Inspira Technologies Oxy B.H.N. Ltd. (IINN) furnished a Form 6-K announcing a press release titled “Inspira Completes Clinical Study for HYLA™ Blood Sensor - Ahead of Regulatory Submission.”

The Company states that the first three and fifth paragraphs and the “Forward-Looking Statements” section of the press release are incorporated by reference into its Registration Statements on Form F-3 (Nos. 333-266748, 333-284308, 333-289324) and Form S-8 (Nos. 333-259057, 333-277980, 333-285565, 333-290162).

Inspira Technologies Oxy B.H.N. Ltd. (IINN) furnished a Form 6-K announcing a press release titled “Inspira Technologies Nears Final Regulatory Clearance for the ART100 in the UAE, Accelerating Gulf Region Expansion.” The press release is attached as Exhibit 99.1.

The filing states that the first, second, and fourth paragraphs, along with the “Forward-Looking Statements” section of the press release, are incorporated by reference into the company’s Registration Statements on Form F-3 and Form S-8, to be a part thereof from the date of this report, to the extent not superseded.

Inspira Technologies (IINN) furnished a Form 6-K announcing a press release titled “Inspira and Bites Form Strategic Alliance to Embed AI as a Core Standard Across Inspira’s Global Ecosystem.” The filing notes that the first four paragraphs and the “Forward-Looking Statements” section of the release are incorporated by reference into the company’s existing registration statements on Form F-3 and Form S-8, effective upon submission.

Inspira Technologies Oxy B.H.N. Ltd. (IINN) filed a Form 6-K announcing leadership additions. On October 21, 2025, the company furnished a press release titled “Inspira Appoints Former Johnson & Johnson Senior Business Manager as VP of Global Sales and New Board Member from a Leading International Investment Firm.”

The first three paragraphs and the “Forward-Looking Statements” section of the release are incorporated by reference into Inspira’s Registration Statements on Forms F-3 and S-8, effective from the submission date, to the extent not superseded by later filings.

Inspira Technologies Oxy B.H.N. Ltd. submitted a Form 6-K that incorporates by reference previously filed registration statements and furnishes a press release dated September 18, 2025. The press release announces that Inspira will unveil its HYLA™ real-time blood sensor at the U.S. ELSO conference and states the device has 97.35% accuracy confirmed. The filing is signed by Chief Executive Officer Dagi Ben-Noon. The document provides an event announcement and a specific accuracy figure for the product but does not include financial results, commercialization details, regulatory approvals, or timelines.