NanoVibronix (NAOV) Prices $10M Preferred Share Offering

NanoVibronix, Inc. (NASDAQ: NAOV) (“NanoVibronix” or the “Company”), a medical technology company specializing in therapeutic devices, today announced the pricing of an underwritten public offering of approximately 400,000 shares of the Company’s Series G Convertible Preferred Stock (“Preferred Stock”), par value $0.001 per share and Warrants to purchase up to 4,901,961 shares of common stock, par value $0.001 per share (the “Common Stock”) of the Company at an exercise price of $2.04 per share (the “Warrants”). The combined public offering price of each share of Preferred Stock together with an accompanying Warrant is $25.00. The closing of the public offering is expected to occur on or about May 19, 2025, subject to the satisfaction of customary closing conditions.

Dawson James Securities, Inc. is acting as the sole bookrunning manager for the public offering.

The gross proceeds of the public offering are expected to be approximately $10 million before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for (i) the redemption of the principal amount of its outstanding debenture with an aggregate principal amount of $1,300,000, initially issued on February 14, 2025, pursuant to the terms and conditions of such debenture and up to $700,000 to be applied to the partial repayment of an outstanding note issued on January 17, 2025, in the aggregate principal amount of $2,497,308 and (ii) general corporate purposes.

This public offering is being made by the Company pursuant to a registration statement on Form S-1 (File No. 333-284973), as amended, originally filed on February 14, 2025, and declared effective by the U.S. Securities and Exchange Commission (“SEC”) on May 14, 2025. The securities may only be offered by means of a prospectus which forms a part of the effective registration statement relating to the offering. A preliminary prospectus relating to the offering has been filed with the SEC and a final prospectus relating to the offering will be filed with the SEC. Copies of the final prospectus may be obtained, when available, at the SEC's website at www.sec.gov or from Dawson James Securities, Inc. Attention: Prospectus Department, 101 North Federal Highway, Suite 600, Boca Raton, FL 33432, [email protected] or toll free at 866.928.0928.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that state or jurisdiction.

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