Microbot Medical Inc.

To the shareholders and the Board of Directors of Microbot Medical Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Microbot Medical Inc. and its subsidiary (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of comprehensive loss, shareholders’ equity and cash flows, for each of the two years in the period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of the Company’s Ability to Continue as a Going Concern – Refer to Notes 1 and 17 to the Consolidated Financial Statements

Critical Audit Matter Description

As discussed in Note 1 to the consolidated financial statements, the Company has incurred operating losses and negative cash flows from operations since inception. The Company’s operations are dependent on its ability to raise additional funds. This dependency will continue until the Company can completely finance its operations by generating revenue from its products.

As of December 31, 2024, the Company’s cash, cash equivalents and marketable securities were insufficient to fund its planned operations for at least a year after the issuance date of these consolidated financial statements.

As discussed in Note 17, in January and February 2025, the Company raised approximately $30 million through various offerings. Accordingly, management has concluded that, based on capital raised after the balance sheet date, the Company will be able to satisfy its liquidity requirements for more than one year from the date these financial statements were issued.

Since the Company raised significant funds after the balance sheet date, which changed management’s assessment regarding its ability to continue as a going concern, and also impacted our audit procedures, we identified this issue as a critical audit matter.

How the Critical Audit Matter Was Addressed in the Audit

/s/ Brightman Almagor Zohar & Co.

Brightman Almagor Zohar & Co

.

Certified Public Accountants

A firm in the Deloitte Global Network

Tel Aviv, Israel

March 25, 2025

We have served as the Company’s auditor since 2013.