Annual and transition report of foreign private issuers pursuant to Section 13 or 15(d)

Share-Based Payment Transactions

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Share-Based Payment Transactions
12 Months Ended
Dec. 31, 2018
Share-based Payment Transactions  
SHARE-BASED PAYMENT TRANSACTIONS

NOTE 12:-SHARE-BASED PAYMENT TRANSACTIONS

 

  a. Expenses recognized in the financial statements:

 

   

Year ended

December 31,

 
    2018     2017     2016  
    USD  
                   
Research and development expenses   $ 123     $ 139     $ 129  
General and administrative expenses     130       53       180  
                         
    $ 253     $ 192     $ 309  

 

  b. Share-based payment transactions granted by the Company:

 

  1. In February 2016, the Company’s board of directors approved a grant of unlisted options exercisable into 160,000 of the Company’s ordinary shares to three of its employees and one senior officer for an exercise price of NIS 4.317 per shares (USD 1.15 per share based on the exchange rate reported by the Bank of Israel on December 31, 2018). The options vest on quarterly basis for a period of 4 years from the grant date.

 

  2. In May 2016, the Company’s board of directors approved a grant of 74,000 shares of the Company to a service provider. Pursuant to the agreement with the service provider, and as partial consideration, the Company issued 37,000 ordinary shares and agreed to issue an additional 37,000 ordinary shares within 180 days, provided that the agreement was not terminated. During 2016 the Company recorded an amount of USD 74 for share based payment expenses relating to this transaction.

 

  3. On May 26, 2016 the Company’s board of directors approved a grant of 20,000 options exercisable into 20,000 ordinary shares of the Company to one of its advisers at an exercise price of 5.376 NIS per share (USD 1.43 per share based on December 31, 2018 exchange rate). The options will vest on a quarterly basis for a period of 4 years from the grant date.

 

  4. In March 2017, the Company’s board of directors approved a grant of unlisted options exercisable into 210,000 of the Company’s ordinary shares to three of its employees for an exercise price of NIS 3.662 per share (USD 0.97 per share based on December 31, 2018 exchange rate). The options vest on a quarterly basis for a period of 48 months from the grant date.

 

  5. In May 2017, the Company’s board of directors approved a grant of unlisted options exercisable into 60,000 of the Company’s ordinary shares to an advisor for an exercise price of NIS 3.393 per share (USD 0.90 per share based on the exchange rate reported by the Bank of Israel on December 31, 2018). The options vest on a quarterly basis for a period of 48 months from the grant date.

 

  6. In December 2017, the Company’s board of directors approved a grant of unlisted options exercisable into 460,000 and 240,000 of the Company’s ordinary shares to the Company’s employees and directors, respectively, for an exercise price of NIS 2.513 and NIS 2.926 per share, respectively (USD 0.67 and USD 0.78 per share, respectively, based on the exchange rate reported by the Bank of Israel on December 31, 2018). The options vest on a quarterly basis for a period of 48 months from the grant date.

 

  c. Movement during the year:

 

The following table lists the number of share options, their weighted average exercise prices and modification in option plans of employees, directors and consultants for the periods indicated:

 

    Shares subject to options outstanding  
    2018     2017     2016  
    Number     Weighted average exercise price     Number     Weighted average exercise price     Number     Weighted average exercise price  
          USD           USD           USD  
Outstanding at beginning of year     1,490,423       1.35       737,028       2.63       798,579       3.14  
Grants     -       -       970,000       0.75       180,000       1.15  
Forfeited/expired     (53,023 )     7.53       (216,605 )     4.26       (241,551 )     3.32  
                                                 
Outstanding at end of year     1,437,400       1.20       1,490,423       1.35       737,028       2.63  
                                                 
Exercisable at end of year     736,155       2.41       451,266       2.41       402,500       3.87  

 

  d. The weighted average remaining contractual life for the shares subject to options outstanding as of December 31, 2018, 2017 and 2016 was 7.64 years, 8.38 years and 8.86 years, respectively.

 

  e. The range of exercise prices for shares subject to options outstanding as of December 31, 2018, 2017 and 2016 was between USD 0.07 and USD 8.32.

 

  f. The fair value of the Company’s share options granted for the years ended December 31, 2016 and 2017 was estimated using the binomial option pricing model using the following assumptions:

 

    December 31,  
Description   2017     2016  
             
Risk-free interest rate     1.89%-2.31%       2.01%-2.02%  
Expected volatility     74.4%-77.64%       77.84%-78.22%  
Dividend yield     0       0  
Contractual life     10       10  
Early Exercise Multiple (Suboptimal Factor)     2.5       2.5  
Exercise price     0.72-0.98       1.12-1.39