InspireMD, Inc. — Director's Dealing 2016

Jan 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: InspireMD, Inc. (NSPR)
CIK: 0001433607
Period of Report: 2016-01-26

Reporting Person: BERMAN MICHAEL (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-26	Common Stock	A	1	—	Acquired	3001	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-26	Options (right to buy)	$34.00	D	12442	Acquired	2023-02-07	Common Stock (12442)	Direct
2016-01-26	Options (right to buy)	$31.00	D	5000	Acquired	2024-01-29	Common Stock (5000)	Direct
2016-01-26	Options (right to buy)	$7.80	D	3805	Acquired	2025-01-05	Common Stock (3805)	Direct
2016-01-26	Options (right to buy)	$7.20	D	5409	Acquired	2025-01-26	Common Stock (5409)	Direct

Footnotes

F1: On January 26, 2016, the Issuer and the Reporting Person entered into that certain Option Cancellation and Release Agreement, pursuant to which the parties agreed to the cancellation of certain stock options previously granted to the Reporting Person in exchange for one (1) share of common stock as consideration.

F2: Reflects a 1-for-10 reverse stock split effected October 1, 2015.

F3: This option was previously reported as covering 124,415 shares at an exercise price of $3.40 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.

F4: This option is exercisable in three equal annual installments. The first installment became exercisable on February 7, 2014, the second installment became exercisable on February 7, 2015 and the third installment would have become exercisable on February 7, 2016.

F5: This option was previously reported as covering 50,000 shares at an exercise price of $3.10 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.

F6: This option is exercisable in three equal annual installments. The first installment became exercisable on January 29, 2015, the second installment would have become exercisable on January 29, 2016 and the third installment would have become exercisable on January 29, 2017, provided that the Reporting Person is providing services to the Issuer or its subsidiaries or affiliates on January 29, 2016, and January 29, 2017, as applicable.

F7: This option was previously reported as covering 38,045 shares at an exercise price of $0.78 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.

F8: This option was previously reported as covering 54,088 shares at an exercise price of $0.72 per share, but was adjusted to reflect the 1-for-10 reverse stock split that occurred on October 1, 2015.

F9: This option would have vested in three equal annual installments, with 1/3 becoming exercisable on each of January 26, 2016, January 26, 2017 and January 26, 2018, subject the Reporting Person's continued service.