[SCHEDULE 13G/A] InspireMD, Inc. SEC Filing

Rhea-AI Filing Summary

Rosalind Advisors, related funds and principals report material holdings in InspireMD (NSPR). The filing shows aggregate beneficial positions reported as 10,987,104 shares for several Reporting Persons, which the filing presents as approximately 9.4% of the class based on the S-3 share count and other per-entity percentages (Rosalind Master Fund L.P. 9.485,697 shares / 8.4%; Rosalind Opportunities Fund I L.P. 1,501,407 shares / 0.9%).

The reported totals include both currently outstanding common shares and shares issuable upon exercise of warrants (for example, Rosalind Advisors reports 3,905,743 common shares plus 7,081,361 shares issuable on warrants). The filing also discloses blocker provisions that prevent exercise of warrants to the extent doing so would push beneficial ownership above 9.99%, so the practical exercisable interest is lower than the raw issuable amount. The filing includes a certification that the holdings are held in the ordinary course of business and not for the purpose of changing control.

Positive

• Material disclosure of beneficial ownership above 5% by Rosalind entities and named principals, meeting SEC reporting standards
• Detailed breakdown between currently held common shares and shares issuable on warrants, improving investor transparency
• Certification states holdings are in the ordinary course of business and not for the purpose of changing control

Negative

• Blocker provisions prevent exercise of warrants beyond 9.99%, limiting the practical increase in ownership despite large issuable amounts
• Inconsistent bases for percent calculations are cited (different outstanding share counts from an S-3 and the issuer's 10-K), creating ambiguity about the exact percentage ownership

Insights

Securities Analyst

TL;DR: A disclosed stake near 9.4% is material and includes significant warrant exposure, but blockers limit near-term dilution.

The Schedule 13G/A shows the Rosalind group and named principals reporting beneficial positions that cross the 5% materiality threshold, with several reporting persons listing 10,987,104 shares (9.4%). Importantly, the reported position is a mix of issued shares and 7+ million shares issuable on warrants for some entities. Warrant blocker provisions restricting exercise above 9.99% mean the effective, exercisable ownership is constrained, reducing immediate dilution or control shifts. For analysts, the filing is material as it signals a significant investor position and potential future conversion dynamics, but the blocker materially limits short-term upside from warrant exercises.

Corporate Governance Expert

TL;DR: Disclosure is thorough on holdings and intent; blocker language and inconsistent share bases create governance and clarity issues for investors.

The filing provides clear identification of reporting parties, vote/dispositive power allocations, and a certification that holdings are not intended to change control. That transparency is positive for governance. However, the filing references different outstanding share counts (a figure tied to an S-3 and a figure tied to the issuer's 10-K) when computing percentages, creating ambiguity about the precise ownership percentage investors should use. The existence of blocker provisions limits immediate conversion rights, which is governance-relevant because it constrains potential influence from warrant conversion despite large issuable amounts.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 8)

InspireMD, Inc.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

45779A846

(CUSIP Number)

03/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 45779A846

1

Names of Reporting Persons

Rosalind Advisors, Inc.

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

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,987,104.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,987,104.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,987,104.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.4 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: The percentage set forth in Row 11 of the cover page for each Reporting Person is based upon 41,720,662 shares of common stock outstanding of the Issuer as of August 1, 2025, in accordance with the S-3 filed on August 1st. However, as more fully described in Item 4, the securities reported in rows 6, 8, and 9 show the number of shares of Common Stock that would be issuable upon exercise of such reported securities and do not give effect to blocker provisions. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities reported in rows 6, 8, and 9. (6) 3,905,743 shares of Common Stock 7,081,361 shares of Common Stock issuable upon exercise of warrants

SCHEDULE 13G

CUSIP No. 45779A846

1

Names of Reporting Persons

SALAMON STEVEN A J

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

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,987,104.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,987,104.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,987,104.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.4 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: (6)3,905,743 shares of Common Stock 7,081,361 shares of Common Stock issuable upon exercise of warrants

SCHEDULE 13G

CUSIP No. 45779A846

1

Names of Reporting Persons

Aharon Gil

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

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,987,104.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,987,104.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,987,104.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.4 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: (6)3,905,743 shares of Common Stock 7,081,361 shares of Common Stock issuable upon exercise of warrants

SCHEDULE 13G

CUSIP No. 45779A846

1

Names of Reporting Persons

Rosalind Master Fund L.P.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 9,485,697.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 9,485,697.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

9,485,697.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.4 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: (6)3,508,336 shares of Common Stock 5,977,361 shares of Common Stock issuable upon exercise of warrants

SCHEDULE 13G

CUSIP No. 45779A846

1

Names of Reporting Persons

Rosalind Opportunities Fund I L.P.

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

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,501,407.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,501,407.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,501,407.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.1 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: (6)397,407 shares of Common Stock 1,104,000 shares of Common Stock issuable upon exercise of warrants

SCHEDULE 13G

Item 1.
(a)	Name of issuer: InspireMD, Inc.
(b)	Address of issuer's principal executive offices: 6303 WATERFORD DISTRICT DRIVE, 6303 WATERFORD DISTRICT DRIVE, MIAMI, FLORIDA, 33126.
Item 2.
(a)	Name of person filing: Rosalind Advisors, Inc. (Advisor to RMF and ROFI) Rosalind Master Fund L.P. (RMF) Rosalind Opportunities Fund I L.P. (ROFI) Steven Salamon (President) Steven Salamon is the portfolio manager of the Advisor which advises RMF. Gilad Aharon is the portfolio manager and member of the Advisor which advises RMF.
(b)	Address or principal business office or, if none, residence: Rosalind Advisors, Inc. Rosalind Opportunities Fund I L.P. 15 Wellesley Street West Suite 326 Toronto, Ontario M4Y 0G7 Canada Rosalind Master Fund L.P. P.O. Box 309 Ugland House, Grand Cayman KY1-1104, Cayman Islands Steven Salamon 15 Wellesley Street West Suite 326 Toronto, Ontario M4Y 0G7 Canada Gilad Aharon 15 Wellesley Street West Suite 326 Toronto, Ontario M4Y 0G7 Canada
(c)	Citizenship: Mr. Salamon and Mr. Aharon are citizens of Canada, resident in Ontario
(d)	Title of class of securities: Common Shares
(e)	CUSIP No.: 45779A846
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:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information as of the date of the event which requires filing of this statement required by Items 5(a) to (c) is set forth in Rows 7 to 13 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 13 of the cover page for each Reporting Person is based upon 29,689,857 shares of common stock outstanding of the Issuer as of March 12, 2025, in accordance with the Issuers 10K filed on March 12, 2025. Rosalind Master Fund L.P.& Rosalind Opportunities Fund I L.P. may have been deemed to have the beneficial ownership of 2,274,990 shares of common stock representing the beneficial ownership of approximately 7.7% of the common stocks as mentioned above, which excludes the 7,438,181 shares issuable upon the exercise of pre-funded and standard warrants because they contain a blocker provision under which the holder thereof does not have the right to exercise any of the warrant to the extent that such exercise would result in beneficial ownership by the holder in excess of 9.99% of the Common Stock. Consequently, as of the date of the event which requires the filing of this statement, the Reporting Persons were not able to exercise any of the warrants due to the Blockers. Rosalind Advisors, Inc., or the Advisor, is the investment advisor to RMF and ROFI, and may be deemed to be the beneficial owner of shares held by RMF and ROFI. Steven Salamon is the portfolio manager of the Advisor and may be deemed to be the beneficial owner of shares held by RMF and ROFI. Notwithstanding the foregoing, the Advisor and Mr. Salamon disclaim beneficial ownership of the shares.
(b)	Percent of class: Rosalind Advisors, Inc. 9.4% Rosalind Master Fund L.P. 8.4% Rosalind Opportunities Fund I L.P. 0.9% Steven Salamon 9.4% Gilad Aharon 9.4%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: Rosalind Advisors, Inc. 3,905,743 Rosalind Master Fund L.P. 3,508,336 Rosalind Opportunities Fund I L.P. 397,407 Steven Salamon 3,905,743 Gilad Aharon - 3,905,743
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: Rosalind Advisors, Inc. 3,905,743 Rosalind Master Fund L.P. 3,508,336 Rosalind Opportunities Fund I L.P. 397,407 Steven Salamon 3,905,743 Gilad Aharon - 3,905,743
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 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 or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

Rosalind Advisors, Inc.

Signature:	Steven Salamon
Name/Title:	President
Date:	08/11/2025

SALAMON STEVEN A J

Signature:	Steven Salamon
Name/Title:	Steven Salamon
Date:	08/11/2025

Aharon Gil

Signature:	Gil Aharon
Name/Title:	Gil Aharon
Date:	08/11/2025

Rosalind Master Fund L.P.

Signature:	Mike McDonald
Name/Title:	Director, Rosalind (Cayman) Ltd. (as General Partner to Rosalind Master Fund)
Date:	08/11/2025

Rosalind Opportunities Fund I L.P.

Signature:	Steven Salamon
Name/Title:	Director, Rosalind Opportunities Fund I GP. Inc. (as General Partners to Rosalind Opportunities Fund I)
Date:	08/11/2025

FAQ

What stake does Rosalind Advisors report in InspireMD (NSPR)?

Rosalind Advisors reports an aggregate beneficial position of 10,987,104 shares, presented as approximately 9.4% of the class (this total includes both currently outstanding shares and shares issuable upon exercise of warrants).

How many shares and warrants are included in Rosalind's reported position?

The filing discloses specific components: for example, Rosalind Advisors lists 3,905,743 common shares plus 7,081,361 shares issuable on warrants as part of its reported total.

Do the reported warrants allow immediate conversion to increase ownership?

No. The filing states blocker provisions9.99%, so many issuable warrants cannot be exercised currently.

Which entities and individuals are the reporting persons in this filing?

Reporting persons include Rosalind Advisors, Inc., Rosalind Master Fund L.P., Rosalind Opportunities Fund I L.P., and principals Steven Salamon and Gilad Aharon.

Are these holdings reported as intended to change control of InspireMD (NSPR)?

The filing includes a certification stating the securities are held in the ordinary course of business and were not acquired to change or influence control of the issuer, aside from nomination activities under the cited rule.

Why do percentage figures in the filing differ?

The filing references different outstanding share counts when computing percentages (a share count from an S-3 and a share count from the issuer's 10-K), which explains the differing percentage presentations.