Lifeward Ltd.
For the period ended Jun 30, 2026. Filed Aug 14, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 14, 2026
LFWD$5.81+1.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-20.
0001178913-26-002862
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-14.
0001178913-26-004143
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 88 previous paragraphs and 99 current paragraphs.
57 unchanged; 26 reworded; 16 added; 4 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 17 previous and 17 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
Second Quarter 2026 Business Highlights
Current report
Revenue was $6.6 million during the three months ended June 30, 2026, an increase of $0.9 million, or 16%, compared to the three months ended June 30, 2025. The increase was primarily driven by higher AlterG revenue of approximately $0.8 million, primarily reflecting higher unit shipments in the U.S., together with increased service revenue and improved average selling prices. This increase also reflected higher ReWalk revenue, primarily driven by stronger sales in Europe, and increased CMS revenue.
Current report
Gross profit was 38.4% of revenue for the six months ended June 30, 2026, compared to 43.1% of revenue, for the six months ended June 30, 2025. The decrease in gross margin primarily reflected the impact of adverse foreign exchange rate fluctuations, higher tariffs, increased component costs, revenue sharing expense related to Oramed transaction and higher personnel-related expenses.
Current report
Research and development expenses were $1.8 million for the three months ended June 30, 2026, an increase of $1.0 million, compared to the three months ended June 30, 2025. The increase was primarily attributable to approximately $0.7 million of clinical trial and CRO service costs related to the Oratech clinical trial, together with higher development costs related to the AlterG project and development activities associated with the Skelable technology following its acquisition.
Current report
Sales and marketing expenses were $3.5 million for the three months ended June 30, 2026, a decrease of $0.3 million, or 7%, compared to the three months ended June 30, 2025. The decrease was primarily attributable to reduced spending on commercial and reimbursement-related activities, lower personnel-related expenses, and lower spending on trade shows.
Current report
Sales and marketing expenses were $6.8 million for the six months ended June 30, 2026, a decrease of $0.8 million, or 11%, compared to the six months ended June 30, 2025. The decrease was primarily attributable to reduced spending on commercial and reimbursement-related activities, lower spending on marketing consultants and trade shows, as well as lower personnel-related expenses.
Current report
General and administrative expenses were $1.6 million for the three months ended June 30, 2026, a decrease of $0.2 million, or 9%, compared to the same period in 2025. The decrease was primarily attributable to lower personnel-related costs and professional services expenses and the absence of bad debt expense recognized in the prior-year period, partially offset by the absence of a benefit related to the elimination of the earnout liability in the prior-year period.
Current report
Impairment Charges
Current report
No impairment charges were recognized during the three and six months ended June 30, 2026. During the three and six months ended June 30, 2025, we recognized a non-cash goodwill impairment charge of $2.8 million, primarily resulting from the sustained decline in our share price, which resulted in our market capitalization falling below our carrying value. The impairment charge did not impact our liquidity, cash flows or ongoing operations.
Current report
Financial expense (income), net, increased by $7.4 million, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was primarily attributable to non-cash fair value changes in warrant and derivative liabilities associated with the Company's financing transactions and the Oratech acquisition, as well as interest expense related to the Company's convertible notes.
Current report
Financial expense (income), net, increased by $7.8 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase was primarily attributable to non-cash fair value changes in warrant and derivative liabilities associated with the Company's financing transactions and the Oratech acquisition, as well as interest expense related to the Company's convertible notes.
Current report
Income taxes increased by $5 thousand for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, reflecting higher taxable income in a foreign jurisdiction.
Current report
On June 30, 2026, the Company entered into the Amended and Restated Note and Warrant Documents. The Amended and Restated Note and Warrant Documents, among other things, provide for pari passu treatment of the Company's outstanding senior secured convertible notes, revise certain contingent redemption provisions and modify certain beneficial ownership limitation provisions. Upon execution of the Amended and Restated Note and Warrant Documents, the Company remeasured the warrant liability and embedded derivative liability to fair value and reassessed their classification. The Company concluded that the warrants and the embedded conversion feature met the criteria for equity classification. Accordingly, the warrant liability and embedded derivative liability were reclassified to additional paid-in capital.
Current report
On June 30, 2026, the Company also entered into a Securities Purchase Agreement with certain investors and Oramed, as collateral agent, pursuant to which the Company agreed to issue senior secured convertible notes and accompanying warrants to purchase ordinary shares. The transaction closed on July 6, 2026.
Current report
Net cash used in operating activities increased by $0.3 million, or 3%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase primarily reflected changes in working capital, including higher trade receivables and prepaid expenses and other assets, partially offset by higher trade payables and other liabilities.
Current report
Net Cash provided by (used in) Investing Activities
Removed paragraphs (4)
Previous report
First Quarter 2026 Business Highlights
Previous report
Sales and marketing expenses were $3.3 million for the three months ended March 31, 2026, a decrease of $0.6 million, or 15%, compared to the three months ended March 31, 2025. The decrease primarily reflects improved productivity and efficiency in marketing and sales operations, as well as lower reimbursement and marketing consultant expenses.
Previous report
Financial expense (income), net, increased by $0.5 million, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was primarily attributable to interest expense recognized in connection with the convertible note transaction, partially offset by the fair value change of a derivative component, as well as lower interest income due to reduced cash balances and unfavorable foreign currency exchange rate fluctuations.
Previous report
Net cash used in operating activities decreased by $1.8 million, or 33%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease was primarily attributable to improved working capital management and higher cash collections from customers, partially offset by increased inventory levels.
Reworded paragraphs (26)
Previous wording
On November 1, 2023, CMS released the Calendar Year 2024 Home Health Prospective Payment System Final Rule, CMS-1780-F (“Final Rule”), which wasadopted through the notice and comment rulemaking process. The Final Rule includes a policy confirming that personal exoskeletons are included in the Medicare brace benefit category, as of January 1, 2024. Medicare personal exoskeleton claims with dates of service on or after January 1, 2024 that are billed using HCPCS code K1007 are assigned to the brace benefit category. CMS reimburses items classified under the brace benefit category using a lump-sum payment methodology.
Current wording
On November 1, 2023, CMS released the Calendar Year 2024 Home Health Prospective Payment System Final Rule, CMS-1780-F (“Final Rule”), which was adopted through the notice and comment rulemaking process. The Final Rule includes a policy confirming that personal exoskeletons are included in the Medicare brace benefit category, as of January 1, 2024. Medicare personal exoskeleton claims with dates of service on or after January 1, 2024 that are billed using HCPCS code K1007 are assigned to the brace benefit category. CMS reimburses items classified under the brace benefit category using a lump-sum payment methodology.
Previous wording
In March 2026, we closed the previously announced acquisition of all of the outstanding equity interests of Oratech. In connection with the transaction, we will develop ORMD-0801, an oral protein delivery technology. We are advancing preparations for a planned Phase 2 trial for ORMD-0801.
Current wording
In March 2026, we closed the previously announced acquisition of all of the outstanding equity interests of Oratech from Oramed. In connection with the transaction, we will develop ORMD-0801, an oral protein delivery technology. We are advancing preparations for a planned Phase 2 trial for ORMD-0801.
Previous wording
Results of Operations for the Three Months Ended March 31, 2026 and March 31, 2025
Current wording
Results of Operations for the Three and Six Months Ended June 30, 2026 and June 30, 2025
Previous wording
Our operating results for the three months ended March 31, 2026, as compared to the same period in 2025, are presented below. The results set forth below are not necessarily indicative of the results to be expected in future periods.
Current wording
Our operating results for the three and six months ended June 30, 2026, as compared to the same period in 2025, are presented below. The results set forth below are not necessarily indicative of the results to be expected in future periods.
Previous wording
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Current wording
Three and Six Months Ended June 30, 2026 Compared to Three and Six Months Ended June 30, 2025
Previous wording
Our revenue for the three months ended March 31, 2026 and 2025 was as follows (in thousands):
Current wording
Our revenue for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):
Previous wording
Revenue was $3.9 million during the three months ended March 31, 2026, a decrease of $1.1 million, or 22%, compared to the three months ended March 31, 2025. The decrease was primarily attributable to a decrease in AlterG revenue of approximately $1.3 million, mainly due to lower unit shipments in the U.S. and internationally resulting from timing issues associated with working capital constraints impacting sourcing and supply chain activities. The decline was partially offset by increased ReWalk revenue.
Current wording
Revenues decreased by $0.2 million, or 2%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The decrease primarily reflected a $0.5 million decline in AlterG revenue, driven by reduced unit shipments during the first quarter of 2026 due to timing issues associated with working capital constraints that impacted sourcing and supply chain activities. This decrease was partially offset by a $0.4 million increase in ReWalk revenue, primarily driven by higher sales in Europe, while AlterG revenue recovered significantly during the second quarter, largely offsetting the decline experienced during the first quarter.
Previous wording
Our gross profit for the three months ended March 31, 2026 and 2025 was as follows (in thousands):
Current wording
Our gross profit for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):
Previous wording
Gross profit was $1.3 million, or 34.2% of revenue, for the three months ended March 31, 2026, compared to $2.1 million, or 42.2% of revenue, for the three months ended March 31, 2025. The decrease in gross margin was primarily attributable to lower sales volumes and the resulting lower absorption of fixed manufacturing overhead, as well as higher tariffs and foreign exchange rate fluctuations.
Current wording
Gross profit was $2.7 million, or 40.9% of revenue, for the three months ended June 30, 2026, compared to $2.5 million, or 43.9% of revenue, for the three months ended June 30, 2025. The decrease in gross margin was primarily attributable to adverse foreign exchange rate fluctuations, revenue sharing expense related to Oramed transaction and higher tariffs.
Previous wording
gross profit and gross margin to improve over time as revenue volumes increase, manufacturing overhead is absorbed over a larger revenue base, and we continue to realize operational efficiencies and cost reduction initiatives.
Current wording
We expect gross profit and gross margin to improve over time as higher revenue volumes improve the absorption of fixed manufacturing overhead and as we continue to realize operational efficiencies and cost reduction initiatives.
Previous wording
Our research and development expenses, net, for the three months ended March 31, 2026 and 2025 were as follows (in thousands):
Current wording
Our research and development expenses, net, for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):
Previous wording
Research and development expenses were $5.8 million for the three months ended March 31, 2026, an increase of $4.9 million, compared to the three months ended March 31, 2025. The increase was primarily attributable to a one-time acquired IPR&D charge of approximately $4.9 million related to the Oratech acquisition.
Current wording
Research and development expenses were $7.6 million for the six months ended June 30, 2026, an increase of $5.9 million compared to the six months ended June 30, 2025. The increase was primarily attributable to a one-time acquired IPR&D charge of approximately $4.9 million related to the Oratech acquisition, approximately $0.7 million of clinical trial and CRO service costs related to the Oratech clinical trial, together with higher development costs related to the AlterG project and ongoing development activities associated with the Skelable technology following its acquisition.
Previous wording
Our sales and marketing expenses for the three months ended March 31, 2026 and 2025 were as follows (in thousands):
Current wording
Our sales and marketing expenses for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):
Previous wording
Our general and administrative expenses for the three months ended March 31, 2026 and 2025 were as follows (in thousands):
Current wording
Our general and administrative expenses for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):
Previous wording
General and administrative expenses were $2.6 million for the three months ended March 31, 2026, an increase of $0.3 million, or 16%, compared to the same period in 2025. The increase was primarily attributable to approximately $0.6 million of one-time professional and legal expenses related to the strategic transaction and related financing activities. Excluding these expenses, general and administrative expenses decreased compared to the same period in 2025.
Current wording
General and administrative expenses were $4.1 million for the six months ended June 30, 2026, an increase of $0.2 million, or 5%, compared to the same period in 2025. The increase was primarily attributable to one-time professional and legal expenses related to the strategic transaction and related financing activities, as well as unfavorable foreign exchange rate fluctuations. These increases were partially offset by lower personnel-related costs and the absence of bad debt expense recognized in the prior-year period.
Previous wording
Our financial expense (income), net, for the three months ended March 31, 2026 and 2025 were as follows (in thousands):
Current wording
Our financial expense (income), net, for the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):
Previous wording
Our income tax for the three months ended March 31, 2026 and 2025 was as follows (in thousands):
Current wording
Our income tax for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands):
Previous wording
Income taxes decreased by $5 thousand, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to lower taxable income in one foreign jurisdiction.
Current wording
Income taxes increased by $10 thousand, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to higher taxable income in a foreign jurisdiction.
Previous wording
Our condensed consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our condensed financial statements requires us to make estimates, judgments and assumptions that can affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Webase our estimates, judgments, and assumptions on historical experience and other factors that we believe to be reasonable under the circumstances. Materially different results can occur as circumstances change and additional information becomes known. Besides the estimates identified above that are considered critical, we make many other accounting estimates in preparing our condensed financial statements and related disclosures. See Note 2 to our audited consolidated financial statements included in our 2025 Form 10-K for a description of the significant accounting policies that we used to prepare our consolidated financial statements.
Current wording
Our condensed consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our condensed financial statements requires us to make estimates, judgments and assumptions that can affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates, judgments, and assumptions on historical experience and other factors that we believe to be reasonable under the circumstances. Materially different results can occur as circumstances change and additional information becomes known. Besides the estimates identified above that are considered critical, we make many other accounting estimates in preparing our condensed financial statements and related disclosures. See Note 2 to our audited consolidated financial statements included in our 2025 Form 10-K for a description of the significant accounting policies that we used to prepare our consolidated financial statements.
Previous wording
As of March 31, 2026, we had cash and cash equivalents of $11.4 million. We had an accumulated deficit in the total amount of $295.5 million as of March 31, 2026 and further losses are anticipated in the development of our business. Those factors raise substantial doubt about our ability to continue as a going concern. The ability to continue as a going concern is dependent upon us obtaining the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due.
Current wording
As of June 30, 2026, we had cash and cash equivalents of $9.4 million. We had an accumulated deficit in the total amount of $307.1 million as of June 30, 2026 and further losses are anticipated in the development of our business. Those factors raise substantial doubt about our ability to continue as a going concern. The ability to continue as a going concern is dependent upon us obtaining the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due.
Previous wording
The accompanying unaudited condensed consolidated financial statements have been prepared assuming we will continue as a going concern, which contemplates the realization of assets and liabilities and commitments in the normal course of business. The consolidated financial statements for the three months ended March 31, 2026 do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from uncertainty related to our ability to continue as a going concern.
Current wording
The accompanying unaudited condensed consolidated financial statements have been prepared assuming we will continue as a going concern, which contemplates the realization of assets and liabilities and commitments in the normal course of business. The consolidated financial statements for the three and six months ended June 30, 2026 do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from uncertainty related to our ability to continue as a going concern.
Previous wording
On January 7, 2025, we entered into a purchase agreement with certain institutional investors for the issuance and sale of 151,515 ordinary shares and ordinary warrants to purchase up to an aggregate of 151,514 ordinary shares at an exercise price of $33 per share. Each ordinary share was sold at an offering price of $33.00. The offering of the ordinary shares and the ordinary shares that are issuable from time to time upon exercise of the ordinary warrants was made pursuant to our shelf registration statement on Form S-3 initially filed with the SEC on March 30, 2022, and declared effective by the SEC on May 16, 2022 (the “2022 Shelf Registration Statement”), and the ordinary warrants were issued in a concurrent private placement. The warrants are exercisable at any time and from time to time, in whole or in part, following the date of issuance and ending three years from the date of issuance. The offering closed on January 8, 2025. Additionally, we issued warrants to purchase up to 9,088 ordinary shares, with an exercise price of $41.25 per share, exercisable at any time and from time to time, in whole or in part, following the date of issuance and ending three years from the date of issuance, to certain representatives of H.C. Wainwright as compensation for its role as the placement agent in January 2025 private placement offering.
Current wording
On January 7, 2025, we entered into a purchase agreement with certain institutional investors for the issuance and sale of 151,515 ordinary shares and ordinary warrants to purchase up to an aggregate of 151,515 ordinary shares at an exercise price of $33 per share. Each ordinary share was sold at an offering price of $33.00. The offering of the ordinary shares and the ordinary shares that are issuable from time to time upon exercise of the ordinary warrants was made pursuant to our shelf registration statement on Form S-3 initially filed with the SEC on March 30, 2022, and declared effective by the SEC on May 16, 2022 (the “2022 Shelf Registration Statement”), and the ordinary warrants were issued in a concurrent private placement. The warrants are exercisable at any time and from time to time, in whole or in part, following the date of issuance and ending three years from the date of issuance. The offering closed on January 8, 2025. Additionally, we issued warrants to purchase up to 9,088 ordinary shares, with an exercise price of $41.25 per share, exercisable at any time and from time to time, in whole or in part, following the date of issuance and ending three years from the date of issuance, to certain representatives of H.C. Wainwright as compensation for its role as the placement agent in January 2025 private placement offering.
Previous wording
Cash Flows for the Three Months Ended March 31, 2026 and 2025 (in thousands):
Current wording
Cash Flows for the Six Months Ended June 30, 2026 and 2025 (in thousands):
Previous wording
Net cash provided by investing activity increased by $6.5 million, primarily due to cash acquired in connection with the Oratech acquisition.
Current wording
Net cash provided by investing activities increased by $6.5 million, primarily due to cash acquired in connection with the Oratech acquisition.
Previous wording
Net cash provided by financing activities increased by $2.0 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. Financing activities during the 2026 period primarily reflected proceeds from the Oramed convertible note transaction, while the comparable prior-year period primarily reflected proceeds from the Company’s January 2025 offering.
Current wording
Net cash provided by financing activities increased by $2.7 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. Financing activities during the 2026 period primarily reflected proceeds from the Company's financing transactions, including the issuance of additional convertible notes and cash received in connection with the June Securities Purchase Agreement prior to its closing on July 6, 2026, while the comparable prior-year period primarily reflected proceeds from the Company's registered direct offering, at-the-market offering, and public offering.
Previous wording
We calculated the payments due under our operating lease obligation for our Israeli office that are to be paid in NIS at a rate of exchange of NIS 3.165: $1.00, and the payments due under our operating lease obligation for our German subsidiary that are to be paid in euros at a rate of exchange of €1.00: $1.148, both of which were the applicable exchange rates as of March 31, 2026 .
Current wording
We calculated the payments due under our operating lease obligation for our Israeli office that are to be paid in NIS at a rate of exchange of NIS 2.979: $1.00 which were the applicable exchange rates as of June 30, 2026 .
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Net Cash provided by Investing Activities