SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Gadot Harel

(Last) (First) (Middle)
C/O MICROBOT MEDICAL INC.
5 HAMADA STREET

(Street)
YOKNEAM L3 20692

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/28/2016
3. Issuer Name and Ticker or Trading Symbol
Microbot Medical Inc. [ MBOT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share 2,652,704 I By MEDX Ventures Group, LLC(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) 11/28/2016 09/01/2024 Common Stock, par value $0.01 per share 1,167,960 (2)(3) I By MEDX Ventures Group, LLC (1)
Explanation of Responses:
1. Mr. Gadot is the Chief Executive Officer, Company Group Chairman and majority equity owner of MEDX Venture Group and thus may be deemed to share voting and investment power over the shares beneficially owned by this entity.
2. The exercise price of such options were to be determined pursuant to an independent valuation of the underlying shares on the date of grant, which valuation has not yet been obtained. The options were originally granted by Microbot Medical Ltd., a wholly-owned subsidiary of the Issuer ("Microbot"), to the Reporting Person in September 2014 and the underlying securities were the ordinary shares of Microbot. (Footnote continues in footnote (3)).
3. On November 28, 2016, the Issuer assumed such options as part of its acquisition of Microbot. Upon the determination of the exercise price, the Reporting Person will amend this Form 3 accordingly.
/s/ Harel Gadot 11/30/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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