Lifeward Ltd. filings document regulatory disclosures for a Nasdaq-listed medical technology company whose ordinary shares trade under LFWD. The filing record includes Form 8-K material-event reports, annual-report references, shareholder vote results, and disclosures tied to its rehabilitation and recovery technology business.
Recent filings cover a completed acquisition, related ordinary-share and warrant consideration, a reverse share split, amendments to articles of association, authorized share-capital changes, and Nasdaq listing-compliance matters. The filings also document board and audit committee governance, officer employment and compensation arrangements, operating and financial results, material agreements, risk factors, and clinical or regulatory disclosures.
Lifeward Ltd. is asking shareholders to approve the acquisition of Oratech Pharma from Oramed and a related private placement that will significantly change its ownership and capital structure. Proposal 1 covers issuing approximately 131,297,754 ordinary shares in connection with the Oratech deal and associated warrants and convertible notes.
At closing, Oramed would receive ordinary shares and pre-funded warrants equal to 49.99% of Lifeward’s fully diluted equity, with no more than 45.00% issued as ordinary shares initially. Lifeward also agreed to senior secured convertible notes of $10 million plus an additional $10 million, convertible at $0.45 per share with 8% interest, and related warrants. Oramed is further entitled to a 4% revenue share on ReWalk product net revenue, capped by time, aggregate payments or a $200 million market capitalization trigger.
Shareholders will also vote on adding two external directors tied to the transaction, approving external director compensation, increasing shares under the 2025 incentive plan, granting equity to the CEO, and reappointing the independent auditor. Several proposals require both an ordinary majority and a special majority under Israeli law.
Lifeward Ltd. received an additional 180-day grace period from Nasdaq, until August 3, 2026, to regain compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market. The company previously failed to meet this rule by the initial February 2, 2026 deadline.
Shareholders have already approved a reverse share split, and the board has set a 1-for-12 split ratio, with timing and implementation to be decided. Lifeward plans to monitor its share price and consider actions, including the approved reverse split, but notes there is no assurance it will regain compliance or avoid a potential delisting process.
Lifeward Ltd. is asking shareholders at a March 12, 2026 extraordinary meeting to approve a transformative acquisition of Oratech Pharma, Inc. and a related private financing package. The centerpiece is Proposal 1, authorizing the issuance of approximately 131,297,754 ordinary shares and multiple warrant and note instruments to Oramed Pharmaceuticals and certain investors.
In exchange for Oratech, Lifeward will issue to Oramed ordinary shares and pre-funded warrants equal to 49.99% of fully diluted equity at closing, with no more than 45.00% issued as ordinary shares immediately, plus additional warrants tied to net cash. Oramed and other investors will also receive up to $20 million of senior secured convertible notes and associated warrants, all initially convertible or exercisable at $0.45 per share and capped at 49.99% beneficial ownership. Lifeward also agrees to pay Oramed quarterly revenue-sharing of 4% of net ReWalk product revenue, subject to time and value caps, and to a 120‑day post-closing lock-up on shares held by Oramed and company insiders.
Lifeward Ltd. filed a report outlining governance changes tied to its planned transaction with Oramed Pharmaceuticals. The company now expects its board to expand to eight members upon closing of the Share Purchase Agreement, with three directors designated by Lifeward, three by Oramed, and two serving as External Directors under Israeli law.
Lifeward also called an Extraordinary General Meeting for March 12, 2026, and filed a preliminary proxy statement. Shareholders will be asked to approve a private placement of ordinary shares that would give Oramed at least 45.00%, and potentially more than 49.99%, of Lifeward’s outstanding voting power, a structure that may be deemed a Nasdaq “change of control” and is described as exempt from Israel’s special tender offer rules.
Lifeward Ltd. entered into a share purchase agreement to acquire all equity of Oratech Pharma from Oramed Pharmaceuticals. At closing, Lifeward will issue Ordinary Shares and pre-funded warrants to Oramed equal to 49.99% of its fully diluted equity, with Ordinary Shares capped at 45.00% of outstanding shares immediately after closing and the balance in pre-funded warrants subject to a 49.99% beneficial ownership cap. Additional transaction warrants will be issued based on Lifeward’s net cash at closing at an exercise price of $0.45 per share.
The deal also includes revenue sharing payments to Oramed equal to 4% of net revenue from ReWalk Personal Exoskeleton products until the earliest of 10 years after closing, receipt of a contractually defined maximum amount, or when Lifeward’s market capitalization reaches $200 million. Concurrently, Lifeward agreed to issue up to $20,000,000.00 of senior secured convertible notes bearing 8.0% interest, convertible at $0.45 per share, plus accompanying warrants, all subject to shareholder approval and ownership caps at 49.99%.
Lifeward Ltd. reported an insider equity award to one of its officers. The company granted 50,000 ordinary shares, par value NIS 1.75 per share, in the form of restricted stock units (RSUs) on December 11, 2025 under its 2025 Incentive Compensation Plan.
The RSUs vest ratably in four equal annual installments starting on the grant date, meaning the officer receives one quarter of the shares each year as they vest. The transaction is coded as an acquisition at a stated price of $0, reflecting an equity compensation award rather than a market purchase.
Following this grant, the reporting person beneficially owns 96,067 ordinary shares, held directly. The filing is made by a single reporting person, who serves as VP of Market Access & Strategy at Lifeward Ltd.
Lifeward Ltd. (LFWD) is calling an Extraordinary General Meeting on January 6, 2026 to ask shareholders to approve several share capital changes. The main proposal would authorize the Board to implement a reverse share split of the ordinary shares at a ratio between 1-for-2 and 1-for-12, primarily to help Lifeward regain compliance with Nasdaq’s minimum $1.00 bid price rule after receiving a deficiency notice on August 5, 2025. As of November 17, 2025, Lifeward had 18,293,776 ordinary shares outstanding. A second proposal, contingent on the reverse split, would allow the Board to increase authorized share capital so the company could have up to 100,000,000 authorized shares post-split, preserving flexibility for future equity or debt-related financings. A third proposal would eliminate the par value of the ordinary shares, which the company says is a technical change intended to simplify capital structure without materially altering existing shareholder rights.
Lifeward Ltd. (LFWD) entered a secured financing, issuing a Secured Promissory Note to Oramed for $3.0 million. The loan is secured by a lien on cash, bears 15% annual interest, and matures on May 14, 2026. The note includes customary covenants and default provisions and may require a $500,000 termination fee under certain circumstances.
The note is convertible at $0.45 per ordinary share, with a 4.99% beneficial ownership limit and mandatory conversion under certain circumstances. Separately, the company furnished a press release announcing Q3 2025 results and held a conference call on November 14, 2025 at 8:30 a.m. E.S.T., with an archived webcast available for 30 days.
Lifeward Ltd. (LFWD) reported preliminary, unaudited Q3 results for the quarter ended September 30, 2025. The company estimates revenue of approximately $6.2 million and U.S. GAAP operating expenses of about $5.8–$5.9 million for the period.
Liquidity at quarter-end was limited, with cash and cash equivalents of approximately $2.0 million as of September 30, 2025. The company also stated its cash, cash equivalent and short‑term investment balance was approximately $2.0 million as of the same date.
Management prepared these figures and they are subject to customary quarter-end close procedures, which could change the amounts. The company’s independent auditor, EY, has not audited, reviewed, or compiled these results. Actual results will appear in the upcoming Form 10‑Q. The information was furnished under Item 2.02 and is not deemed filed under the Exchange Act.
Lifeward Ltd. insider sale to cover taxes following RSU vesting. Jeannine Lynch, VP of Market Access & Strategy and a director, reported the sale of 1,591 ordinary shares on 09/02/2025 at $0.64 per share to satisfy tax withholding tied to RSUs that vested on 08/31/2025. After the sale she beneficially owns 46,067 ordinary shares indirectly, and the transaction was executed under an automatic sell-to-cover arrangement mandated by her RSU grant agreement. The filing states the sale was not a discretionary trade by the reporting person.