Lifeward Ltd. 8-K

What Happened
Lifeward Ltd. announced it closed its acquisition of Oratech Pharma (a subsidiary of Oramed) on March 25, 2026 pursuant to a previously disclosed Share Purchase Agreement. At closing Lifeward issued an aggregate 2,256,476 ordinary shares and pre‑funded warrants, issued 1,296,296 transaction warrants, and agreed to quarterly revenue‑sharing payments tied to sales of its ReWalk Personal Exoskeleton products and extended warranties. Lifeward also issued $10,000,000 aggregate principal amount of senior secured convertible notes and accompanying warrants on March 25, 2026. In connection with the closing the Company executed a First Amendment assigning Oratech Pharma’s rights to Oratech Ltd.

Key Details

• Closing date: March 25, 2026; Share Purchase Agreement closing previously described in Lifeward’s Jan 13, 2026 8-K.
• Equity/Warrants issued at closing: 2,256,476 ordinary shares (and associated pre‑funded warrants) plus 1,296,296 transaction warrants.
• Debt financing: $10,000,000 in senior secured convertible notes issued March 25, 2026, with accompanying warrants (private placement).
• Governance changes: Directors Dr. John William Poduska and Randel Richner resigned effective March 25, 2026; Board expanded from five to eight and added Nadav Kidron (Class III), Miriam Kidron, Ph.D. (Class II) and Yehuda Reznick (Class I). Committee memberships were updated.

Why It Matters
This filing confirms Lifeward has completed an acquisition that brings Oratech-related assets (including connections to the ReWalk product line) onto Lifeward’s balance sheet and establishes a revenue‑sharing arrangement that could affect future sales-related cash flows. The company financed the deal through equity, warrants and $10M of convertible debt, which may dilute existing shareholders and increases secured indebtedness. Board departures and the appointment of three new directors reflect immediate governance changes tied to the transaction. Investors should note the securities were issued in a private placement (relying on Section 4(a)(2)/Rule 506 exemptions) and are not registered for public resale.