MICROBOT MEDICAL INC. (NASDAQ:MBOT) Files An 8-K Entry into a Material Definitive Agreement

Item1.01

On January5, 2017, Microbot Medical Inc. (the Company) entered
into a definitive securities purchase agreement (the Agreement)
with an institutional investor (the Purchaser) for the purchase
and sale of an aggregate of 700,000 shares of the Companys common
stock in a registered direct offering for gross proceeds of
$3.5million (the Offering). The purchase price to be paid by the
Purchaser is $5.00 per share. The Agreement is filed as Exhibit
10.1 to this Current Report on Form8-K.

to an engagement letter dated January4, 2017 (the Placement Agent
Agreement) by and between the Company and Chardan Capital
Markets, LLC (Chardan Capital), Chardan Capital agreed to act as
the Companys placement agent in connection with the Offering. to
the Placement Agent Agreement, the Company agreed to pay Chardan
Capital a cash fee equal to $210,000 plus reimbursement of
Chardan Capitals out-of-pocket expenses. The Placement Agent
Agreement is filed as Exhibit 10.2 to this Current Report on Form
8-K.

The net proceeds to the Company from the offering, after
deducting placement agent fees and estimated offering expenses,
are approximately $3.25million. The registered direct offering is
expected to close on or before January6, 2017, subject to
customary closing conditions.

The 700,000 shares of common stock were offered, and will be
issued, to the Prospectus Supplement, dated January6, 2017, to
the Prospectus included in the Companys Registration Statement on
Form S-3 (Registration No.333-193100) filed with the Securities
and Exchange Commission (the Commission) on December27, 2013, as
amended, and the Registration Statement on FormS-3 (Registration
No.333-215432), filed with the Commission on January5, 2017
(collectively, the Registration Statement).

The foregoing summaries of the terms of the agreements described
herein are subject to, and qualified in their entirety by, such
documents, which are incorporated herein by reference.

Opinion

The opinion delivered to the Company by Ruskin Moscou Faltischek,
P.C. in connection with the sale of an aggregate of 700,000
shares of the Companys common stock to the Agreement is being
filed herewith in accordance with the requirements of Item
601(b)(5) of Regulation S-K under the Securities Act of 1933 and
is incorporated by reference into the Registration Statement.

Press Release

On January5, 2017, the Company issued a press release announcing
the Offering. A copy of the press release is attached as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.

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