Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): July 7, 2020


NanoVibronix, Inc.

(Exact name of registrant as specified in its charter)



(State or other jurisdiction of incorporation)


001-36445   01-0801232
(Commission File Number)   (IRS Employer Identification No.)


525 Executive Blvd., Elmsford, NY 10523

(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code: (914) 233-3004


Not Applicable

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).


Emerging growth company [X]


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   NAOV   Nasdaq Capital Market





Item 8.01 Other Events.


On July 7, 2020, NanoVibronix, Inc. (the “Company”) issued a press release announcing that effective June 22, 2020, it has entered into a two-year exclusive agreement with Ultra Pain Products, Inc. for the distribution of the Company’s proprietary PainShield™ devices and components through and by Durable Medical Equipment (DME) Distributors throughout the United States. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.


As previously reported, the Company recently experienced a cybersecurity incident. Specifically, the Company believes that one or two unauthorized third parties were able to use an email domain similar to the Company’s to convince two of the Company’s vendors to send payments in the aggregate amount of approximately $308,000 to unauthorized bank accounts that should have been sent to the Company. One of the vendors successfully reclaimed $78,000 of the fraudulent transfers and has deposited such amount into the Company’s account, while the other vendor recently informed the Company that it has recovered the remaining $230,000 of the fraudulent transfers and expects to deposit such amount into the Company’s account.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits


99.1   Press release, dated July 7, 2020






Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: July 8, 2020 By: /s/ Brian Murphy
  Name: Brian Murphy
  Title: Chief Executive Officer