NASDAQ: LFWD

We
have sought to expand our product offerings beyond the SCI Products through internal development, distribution agreements, and acquisitions.
We have developed our ReStore Exo-Suit device, which we began commercializing in June 2019. The ReStore is a powered, lightweight soft
exo-suit intended for use during the rehabilitation of individuals with lower limb disabilities due to stroke. Sales of the device in
the European Union ceased in May 2024. In the second quarter of 2020, we signed an agreement to become the exclusive distributor of the
MYOLYN MyoCycle FES Pro cycles to U.S. rehabilitation clinics and for the MyoCycle Home cycles available to U.S. veterans through the
Veterans Health Administration (“VHA”) hospitals. We continue to distribute these products; however, our distribution rights
are no longer exclusive.

In
August 2023, we made our first acquisition to supplement our internal growth when we acquired AlterG, a leading provider of Anti-Gravity
systems for use in physical and neurological rehabilitation. We paid a cash purchase price of approximately $19 million at closing. The
purchase agreement also provided for the potential of additional cash earnout payments based on AlterG’s revenue growth over the
two years following the closing; however, no earnout payments were earned. The AlterG Anti-Gravity systems use patented, National
Aeronautics and Space Administration (“NASA”) derived differential air pressure (“DAP”) technology to reduce the
effects of gravity and allow patients to rehabilitate with finely calibrated support and reduced pain. AlterG Anti-Gravity systems are
utilized in over 6,000 facilities globally in more than 40 countries. We will continue to evaluate other products for distribution or
acquisition that can broaden our product offerings further to help individuals with injury and disability.

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In
February 2026, we entered into an Intellectual Property Assignment and Technology Transfer Agreement with Skelable Ltd., an Israeli technology
company, pursuant to which we agreed to acquire certain intellectual property and related technology assets associated with a powered
upper-body robotic orthotic system designed to assist individuals with impaired upper-limb function, including stroke survivors. The transaction
remains subject to customary closing conditions. As part of the transaction, certain key employees of Skelable are expected to join our
company. The consideration consists primarily of our ordinary shares and is subject to the achievement of certain milestones. The technology
remains under development and is intended to expand our neurorehabilitation platform beyond lower-limb exoskeleton systems.

In
March 2025, we announced an agreement with CorLife, LLC., a Delaware limited liability company (“CorLife”) and a division
of Numotion, the nation’s leading and largest provider of products and services that provide mobility, health and personal independence,
to increase our penetration of SCI Products into the workers’ compensation market. Pursuant to the agreement, CorLife became the
exclusive distributor for the ReWalk Personal Exoskeleton for individuals with workers’ compensation claims. The agreement leverages
CorLife’s extensive network of credentialed providers and experts to include the ReWalk Personal Exoskeleton among the services
and equipment they provide to thousands of injured workers each year. Under the agreement, the CorLife reimbursement team manages all
workers’ compensation claims submissions for the ReWalk Personal Exoskeleton. We believe this agreement will build awareness of
the benefits of the ReWalk Personal Exoskeleton among individuals with workers’ compensation coverage and gain us access to the
resources of CorLife to facilitate efficient processing of claims.

In
December 2025, we announced a distribution agreement with Verita Neuro, a provider of intensive neurological rehabilitation services.
Pursuant to the agreement, Verita Neuro will serve as a distributor of the ReWalk Personal Exoskeleton in certain international markets,
including Mexico, Thailand and the United Arab Emirates. Through its network of rehabilitation centers, Verita Neuro integrates advanced
technologies and therapies to support individuals with neurological injuries. We believe this agreement will expand access to the ReWalk
Personal Exoskeleton in additional international markets and support broader adoption of our technology.

Our
principal markets are primarily in the United States and Europe with some lesser sales in Asia, the Middle East and South America. We
sell our products primarily directly in the United States, through a combination of direct sales and distributors (depending on the product
line) in Germany and Canada, and primarily through distributors in other markets. In markets where we sell direct to consumers, we have
established relationships with clinics and rehabilitation centers, professional and college sports teams, individuals and organizations
in the SCI community, and in markets where we do not sell direct to consumers, our distributors maintain these relationships. We have
primary offices in Yokneam, Israel, Hudson, Massachusetts, and Berlin, Germany.

We
have in the past generated and expect to generate in the future revenue from a combination of clinics and rehabilitation centers, commercial
distributors, third-party payors (including private and government payors), professional and college sports teams, and self-pay individuals.
While a broad uniform policy of coverage and reimbursement by third-party commercial payors currently does not exist in the United States
for exoskeleton technologies such as the ReWalk Personal Exoskeleton, we are pursuing various paths of reimbursement, such as the VHA
policy that was issued in December 2015 for the evaluation, training, and procurement of ReWalk Personal Exoskeleton systems for all qualifying
veterans living with SCI across the United States.

We
have engaged with CMS regarding the Medicare coverage framework applicable to personal exoskeletons. In 2024, the National Spinal Cord
Injury Statistical Center (“NSCISC”), which maintains the world’s largest database on spinal cord injury research, reported
that CMS is the primary payor for approximately 57% of the SCI population that is at least five years post-injury, with Medicare representing
a majority of this percentage. In July 2020, following a successful submission and hearing process, a code was issued for ReWalk Personal
Exoskeleton, which may be used for purposes of claim submission to Medicare, Medicaid, and other payors.

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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.

On
April 11, 2024, CMS revised its April 2024 Durable Medical Equipment, Prosthetics, Orthotics, and Supplies (“DMEPOS”)
Fee Schedule to include a final lump-sum Medicare purchase fee schedule amount for personal exoskeletons (HCPCS code K1007) with an established
rate of $91,032. CMS determined this payment rate using a “gap-filling” methodology, which is applied when a technology
has no prior fee schedule pricing history. In establishing the payment amount for HCPCS code K1007, CMS considered available pricing information
for exoskeleton devices from Lifeward and other manufacturers.

In
June 2025, an Administrative Law Judge (“ALJ”) ruled in favor of a Medicare beneficiary’s appeal and determined that
their ReWalk Personal Exoskeleton shall be covered and reimbursed by Medicare as a “reasonable and necessary” medical device
that enables walking after SCI. This ruling established a legal basis that the ReWalk system constitutes a reasonable and necessary medical
intervention for paralyzed individuals.

In
Germany, we continue to make progress toward achieving coverage from the various government, private and worker’s compensation payors
for our SCI Products. In September 2017, each of German insurer BARMER GEK (“BARMER”) and national social accident insurance
provider Deutsche Gesetzliche Unfallversicherung (“DGUV”) indicated that they will provide coverage to users who meet certain
inclusion and exclusion criteria. In February 2018, the head office of German Statutory Health Insurance (“SHI”) Spitzenverband
(“GKV”) confirmed its decision to list the ReWalk Personal Exoskeleton system in the German Medical Device Directory. This
decision means that ReWalk is listed among all medical devices for compensation, which SHI providers can procure for any approved beneficiary
on a case-by-case basis. During the year 2020 and 2021, we announced several new agreements with German SHIs, including TK and DAK Gesundheit,
as well as the first German Private Health Insurer (“PHI”), which outline the process of obtaining our devices for eligible
insured patients. In February 2025, we finalized an agreement with BARMER to formalize the reimbursement process for the provision of
ReWalk exoskeletons to medically eligible beneficiaries. We are also currently working with several additional SHIs on securing a formal
operating contract that will establish the process of obtaining a ReWalk Personal Exoskeleton for their beneficiaries within their system.
Additionally, to date, several private insurers in the United States and Europe are providing reimbursement for ReWalk in certain cases.

On
January 12, 2026, we entered into a Share Purchase Agreement with Oramed Pharmaceuticals, Inc. (“Oramed”) and Oratech Pharma,
Inc. (“Oratech”), pursuant to which we agreed to acquire all of the outstanding equity interests of Oratech, a wholly owned
subsidiary of Oramed. Upon closing of the transaction, and subject to the satisfaction of customary closing conditions, we will issue
to Oramed ordinary shares and pre-funded warrants representing up to 49.99% of our fully diluted equity capitalization, with the number
of ordinary shares issued at closing not exceeding 45% of our outstanding ordinary shares immediately after closing. We will also issue
transaction warrants and agreed to make quarterly revenue sharing payments equal to 4% of net revenues from sales of our ReWalk Personal
Exoskeleton products and related extended warranties, subject to certain caps and termination events.

In
connection with the transaction, we also entered into a Securities Purchase Agreement with Oramed and certain investors providing for
the issuance of up to $20.0 million of senior secured convertible notes, including $10.0 million to be issued at closing, together with
accompanying warrants.

On
March 12, 2026, our shareholders approved the transaction. We anticipate closing the transaction following the satisfaction of customary
closing conditions.

In
connection with the anticipated transaction, we received bridge financing from Oramed. On November 14, 2025, we entered into a Secured
Promissory Note (the “Initial Secured Promissory Note”) with Oramed Ltd., pursuant to which we issued to Oramed Ltd. a secured
promissory note in the principal amount of $3.0 million. The loan bears interest at a rate of 15% per annum, is secured by a lien on our
cash and matures on May 14, 2026.

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On
February 12, 2026, we entered into an additional Secured Promissory Note (the “Subsequent Secured Promissory Note”) with Oramed,
pursuant to which we issued a secured promissory note in the initial principal amount of $525,000, which amount may be increased by up
to an additional $975,000 upon the mutual consent of the parties. The Subsequent Secured Promissory Note is secured by a lien on our cash,
accrues interest at a rate of 24% per annum and matures on the earlier of August 12, 2026, or the failure to obtain shareholder approval
of the transactions contemplated by the Securities Purchase Agreement and the Share Purchase Agreement described above.

On
March 11, 2026, we and Oramed agreed to increase the principal amount available under the Subsequent Secured Promissory Note by an additional
$500,000, resulting in an aggregate principal amount of $1,025,000 available under such note.

ReWalk
Personal Exoskeleton and ReWalk Rehabilitation Exoskeleton

Development
of our SCI Products took over a decade and was spurred by the experiences of our founder, Dr. Amit Goffer, who became a quadriplegic due
to an accident. Current ReWalk designs are intended for people with paraplegia, an SCI resulting in complete or incomplete paralysis of
the legs, who have the use of their upper bodies and arms. We currently offer two products in this category: the ReWalk Personal Exoskeleton
and the ReWalk Rehabilitation Exoskeleton. The ReWalk Rehabilitation Exoskeleton is substantially similar to the ReWalk Personal Exoskeleton
system except that it is sold with multiple sizes of our adjustable parts to allow different users the ability to train within a clinic.
In recent years, substantially all the ReWalk units sold by the Company have been ReWalk Personal systems and we expect our commercial
efforts to continue to focus on this model.

The
ReWalk Personal Exoskeleton is a novel product that seeks to fundamentally change the health and life experiences of users. Designed for
daily use, the device is battery-powered and consists of a wearable exoskeleton with integrated motors at the joints, an array of sensors
and a computer-based control system to power knee and hip movement. The user controls the device movement using a combination of user
inputs on the wrist-worn controller, as well as through subtle weight shifts of the upper body. Because the exoskeleton supports its own
weight and facilitates the user’s gait, users do not expend unnecessary energy while walking. The ReWalk Personal Exoskeleton also
allows users to sit, stand and climb and descend stairs and curbs. In March 2023, the FDA cleared the ReWalk Personal Exoskeleton for
use on stairs and curbs, allowing users to participate in walking activities in more real-world environments in their daily lives and
experience more opportunities to enjoy the health benefits of walking.

ReWalk
Personal Exoskeleton: intended for everyday use at home, at work or in the community with a trained companion. We began marketing
ReWalk Personal Exoskeleton in Europe with CE mark clearance at the end of 2012. We received FDA de novo authorization to market the ReWalk
Personal Exoskeleton in the United States in June 2014. FDA subsequently cleared 510(k) premarket notifications for modifications to the
ReWalk, including for use of the ReWalk on curbs and stairs. ReWalk Personal Exoskeleton units are all manufactured according to
the same mechanical specifications. Each unit is then permanently sized to fit the individual user and the software is configured for
the user’s specifications by the rehabilitation center, clinic, or distributor. In March 2025, we received 510(k) clearance from
the FDA for the ReWalk™ 7, the seventh generation of the ReWalk system, which includes innovative new and enhanced features such
as cloud connectivity, an improved user interface, crutch-mounted push-button control, customizable walking speeds, and seamless activation
for stairs and curbs. The ReWalk™ 7 received CE Mark approval in September 2025.

ReWalk
Rehabilitation Exoskeleton: the current offering for clinics who wish to implement exoskeleton training is composed of our ReWalk
Personal Exoskeleton unit along with multiple sizing of different parts, enabling multiple patient use. The ReWalk Rehabilitation Exoskeleton
provides a valuable means of exercise, training, and therapy. Use of the ReWalk Rehabilitation Exoskeleton in the clinic also enables
individuals to evaluate their capacity for using the ReWalk Personal Exoskeleton in the future.

ReWalk
Personal Exoskeleton

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Additionally,
we have received regulatory approval to sell the ReWalk Personal Exoskeleton device in other countries. In the future we intend to seek
approval from the applicable regulatory agencies in other jurisdictions where we may seek to market ReWalk Personal Exoskeleton. For more
information about the safety of using our SCI products see “Part I, Item 1A. Risk Factors—Risks Related to our Business and
our Industry— Defects in our products or the software that drives them could adversely affect the results of our operations.”

Overview
of Spinal Cord Injury

Spinal
Cord Injury

The
spine is the central core of the human skeleton and provides structural support, alignment, and flexibility to the body. The spinal cord,
housed inside the bones of the spinal column, is a complex bundle of nerves serving as the main pathway for information connecting the
brain, and nervous system. Spinal cord injury is a serious medical condition that occurs as a result of physical damage to the nerves
of the spinal cord, resulting in a loss of function, such as mobility or feeling. In most people who have spinal cord injury, the spinal
cord is intact. Spinal cord injury is not the same as back injury, which may result from pinched nerves or ruptured disks. Even when a
person sustains a break in a vertebra or vertebrae, there may not be any spinal cord injury if the spinal cord itself is not affected.
There are two types of spinal cord injury – complete and incomplete. In a complete injury, a person loses all ability to feel and
voluntarily move below the level of the injury. In an incomplete injury, there is some functioning below the level of the injury.

Upon
medical examination, a patient is assigned a level of injury depending on the location of the spinal cord injury. Cervical level injuries
cause paralysis or weakness in both arms and legs and is referred to as quadriplegia. Sometimes this type of injury is accompanied by
loss of physical sensation, respiratory issues, bowel, bladder, and sexual dysfunction. Thoracic level injuries can cause paralysis or
weakness of the legs (paraplegia) along with loss of physical sensation, bowel, bladder, and sexual dysfunction. In most cases, arms and
hands are not affected. Lumbar level injuries result in paralysis or weakness of the legs (paraplegia). Loss of physical sensation, bowel,
bladder, and sexual dysfunction can occur. The shoulder, arm, and hand functions are usually unaffected. Sacral level injuries primarily
cause loss of bowel and bladder function as well as sexual dysfunction.

Clinical
Evidence

Published
clinical studies indicate the ReWalk Personal Exoskeleton’s ability to deliver a functional walking speed. In addition, certain
potential secondary health benefits have been reported in literature as well as by healthcare practitioners and ReWalk users, including
study participants. Although these benefits have not been established as conclusive clinical data in randomized controlled trials, these
reported secondary health benefits include:

●

Restoration
of functional ambulation (permitting community access);

●

Cardiopulmonary
health improvement;

●

Reduction
of muscle spasticity;

●

Reduction
and reversal of bone mineral density loss;

●

Bowel
and bladder management (improved autonomic function);

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●

Pain
reduction;

●

Multidimensional
quality of life improvements.

We
believe that using our SCI Products may have the ability to reduce the lifetime healthcare costs of individuals with spinal cord injuries,
which we believe will make our SCI Products economically attractive for individuals and third-party payors. While we believe that using
our SCI Products could potentially offer significant advantages over competing technologies and therapies, disadvantages include the time
it takes for a user to put on the device, the slower pace of the device compared to a wheelchair, the training required by the user and
companion to use the device, the weight of the device when carried, which makes it more burdensome for a companion to transport than a
wheelchair, and the requirement that users be accompanied by a trained companion.

Market
Opportunity

Current
and near-term market opportunities include providing a solution for persons with SCI that can be used in the clinic and/or home settings.
For persons with SCI, reduced physical activity and the predominance of seated activities can lead to severe physical and psychological
deterioration, resulting in bad health, poor quality of life, low self-esteem, and high medical expenses. In addition, the secondary medical
consequences of paralysis can include difficulty with bowel and urinary tract function, osteoporosis, loss of lean mass, gain in fat mass,
insulin resistance, diabetes, and heart disease. The cost of treating these conditions is substantial. The National Spinal Cord Injury
Statistical Center (“NSCISC”) estimates that complications related to paraplegia cost approximately $670,000 in the
first-year post-injury, excluding indirect costs such as loss in wages, fringe benefits, and productivity, and significant additional
amounts over the course of an individual’s lifetime. Further, secondary complications related to spinal cord injury can reduce life
expectancies for SCI patients. The young average age at time of injury and significant remaining life expectancy, the likelihood of living
at home, and the lifetime cost of treatment highlight the need for an out-of-hospital solution with demonstrated health and social benefits.

The
NSCISC estimates according to its 2025 SCI Fact Sheet that there are approximately 308,000 people in the United States living with
SCI, with an annual incidence of approximately 18,000 new cases per year. According to the VHA data there are approximately 42,000 of
such patients who are veterans and are eligible for medical care and other benefits from the VHA, out of which the VHA states that 27,000
veterans are receiving SCI treatment annually. With 25 VHA spinal cord injury centers designated SCI/D Hub locations, the VHA has the
largest single network of spinal cord injury care in the United States.

According
to the NSCISC, since 2015 motor vehicle crashes have been the leading cause of reported spinal cord injury cases (37%), followed by falls
(32%), acts of violence (15%) and sports injuries (8%). Approximately 78% of spinal cord injuries occur among the male population. According
to NSCISC data, upon hospital discharge, 87% of persons with spinal cord injuries are sent to private, non-institutional residence (in
most cases, their homes prior to injury).

Based
on information from the 2023 annual report published by the NSCISC, 40% of the total U.S. population of SCI patients suffered injuries
between levels T4 and L5. Four published ReWalk trials for SCI patients had an aggregate screening acceptance rate of 50% considering
all current FDA limitations, resulting in an estimated 20% of the total population of SCI patients can be considered as candidates for
current ReWalk Personal Exoskeleton or ReWalk Rehabilitation Exoskeleton according to the device instructions for use. For important qualifying
information about this determination, see “Part I, Item 1A. Risk Factors—Risks Related to our Business and our Industry—The
market for medical exoskeletons, including soft exo-suit devices, remains relatively new and unproven, and important assumptions about
the potential market for our current and future products may be inaccurate.”

Third-Party
Reimbursements

United
States

In
the U.S., individuals typically obtain a ReWalk Personal Exoskeleton for home use through third-party medical coverage. For an individual
who suffered an SCI through a work-related incident, workers’ compensation insurance can be a source of funding to purchase the
device. Similarly, for U.S. veterans, an individual may be covered by the VHA for the purchase of the device regardless of whether the
SCI occurred during active military service.

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In
December 2015, the VHA issued a national policy or standard operating procedure (“SOP”) for the evaluation, training, and
procurement of ReWalk Personal Exoskeleton systems for all qualifying veterans across the United States and U.S. Territories. The VHA
SOP is the first national coverage policy in the United States for qualifying individuals who are living with spinal cord injury. In June
2018, the VHA updated the SOP, in part, to expand training options for individuals who could not complete the mandatory training due to
excessive distance/drive times from a VHA-designated site. As of December 31, 2025, we had placed 51 units as part of the VHA policy.
The VHA accounted for 3.8% of our total revenue for the year ended December 31, 2025.

We
continue to work with the VHA to both accelerate the pace of implementation of the current VHA policy nationally, and to again expand
opportunities for veterans to gain access to assessments, training, and devices in facilities outside VHA’s traditional spinal cord
injury “hub and spoke” infrastructure. Community-based, non-VHA clinics are also being leveraged to allow veterans to be trained
closer to their homes, while still being reimbursed by the VHA as part of the VHA’s Community Care Network program.

Successful
commercialization depends in significant part on adequate coverage and reimbursement from third party payors, which may include government
payors (such as Medicare and Medicaid programs in the United States), managed care organizations, and private health insurers. In general,
each third-party payor decides which devices will be covered and reimbursed, establishes reimbursement and co-pay levels and sets conditions
for coverage and reimbursement.

While
no broad uniform policy of coverage and reimbursement for electronic exoskeleton medical technology exists among commercial insurance
payors in the United States, reimbursement may be evaluated by the payor on a case-by-case basis. To date, payments for the ReWalk Personal
Exoskeleton have been made primarily through case-by-case determinations by third-party payors, including commercial insurers in the United
States, by self-payors and donations and, to a lesser extent, through the use of funds from insurance and/or accident settlements.

According
to the NSCISC 2024 annual report, approximately 57% of the spinal cord injury population received primary coverage from Medicare and Medicaid
within five years after their injury date, with Medicare representing the majority of cases.

In
order to be covered and reimbursed by Medicare, the ReWalk Personal Exoskeleton must, among other things, be classified into an applicable
Medicare benefit category. In addition, appropriate codes describing the technology must also be established to facilitate billing and
claims processing.

In
December 2019, we submitted the first application for a unique code to describe the ReWalk Personal Exoskeleton and, in July 2020, a unique
code was issued for ReWalk Personal Exoskeleton. On April 11, 2024, CMS revised its April 2024 DMEPOS Fee Schedule to include
a final lump-sum Medicare purchase fee schedule amount for personal exoskeletons (HCPCS code K1007) with an established rate of $91,032.
The final payment determination was made by CMS by applying a “gap filling” process, which was used in light of CMS determining
that the code describing the technology has no fee schedule pricing history and that lower extremity exoskeletons incorporate “revolutionary
features” that cannot be described by or considered comparable to any other existing code or combination of codes. As part of gap-filling,
CMS utilizes verifiable supplier or commercial pricing information and adjusts this pricing information according to a deflation and update
factor methodology. In applying this formula to the K1007 code describing the ReWalk Personal Exoskeleton, CMS says that it calculated
this final payment amount by averaging pricing information for exoskeleton devices from Lifeward and other manufacturers.

For
more information about coverage and reimbursement risk factors, see “Part I, Item 1A. Risk Factors—Risks Related to our Business
and our Industry.”

As
part of our plan for growth, we intend to continue working with both national and regional commercial insurance companies, health care
practitioners, physicians, researchers, and the SCI community to support efforts to demonstrate the benefits of our SCI Products. In addition,
we plan to pursue potential coverage policies with third party payors based on supportive data and appeal rulings that have deemed exoskeleton
devices medically necessary and not investigational for individuals with SCI. Our efforts in the future will be focused on continued education
of third-party payors through data application, published clinical literature, and work with advocacy groups and health and care providers.
In addition, we will continue ongoing communication to seek greater clarity regarding Medicare coverage and reimbursement standards applicable
to the ReWalk Personal Exoskeleton.

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Europe

Reimbursement
for ReWalk in Europe varies by country and historically certain third-party payors have provided reimbursement for our products in certain
cases in Germany and Italy.

We
initially focused our European efforts in Germany where we continue to make progress toward achieving ReWalk coverage from the various
government, private, and workers’ compensation payors. Specifically:

●

In
September 2017, the German insurer BARMER confirmed it will provide ReWalk systems to all qualifying beneficiaries. BARMER provides coverage
for nearly nine million people in Germany, as a member of the SHI network and one of the most significant national insurers in the country.
Exoskeletons are provided to users that meet certain inclusion criteria and assessment by the German Health Insurance Medical Service
(Medizinischer Dienst der Krankenversicherungen) before and after training.

●

In
September 2017 Germany’s national social accident insurance provider, DGUV, indicated that the DGUV’s member payors, including
the health insurance association Berufsgenossenschaft (also known as BG) and state insurers, will
approve the supply of exoskeleton systems for qualifying beneficiaries on a case-by-case basis. DGUV is comprised of 33 different insurers,
which provide coverage for more than 80 million individuals in Germany. Per the agreement, eligible individuals go to BG clinics for evaluation
as a part of the procurement. In May 2020 the DGUV agreed to a binding offer to the evaluation, training, and supply of the ReWalk Personal
Exoskeleton to qualified individuals.

●

In
February 2018, the GKV-Spitzenverband (Central Federal Association of (the) Statutory Health Insurance Funds) confirmed its decision to
list the ReWalk Personal Exoskeleton system in the German MDD, a comprehensive list of all medical devices which are principally and regularly
reimbursed by German SHI and PHI providers. The ReWalk Personal was added to the official German list of medical aids, code number 23.29.01.2001,
in June 2018. This decision means that ReWalk Personal Exoskeleton is listed among all medical devices for compensation, which SHI providers
can procure for any approved beneficiary on a case-by-case basis.

●

During
the year 2020 we announced several new agreements with SHIs such as TK and DAK-Gesundheit and others as well as the first PHI that chose
to enter into an agreement with us that outline the process to obtaining a device for eligible insured patients.

●

In
March 2021 we entered into a contract with BKK Mobile Oil health insurance to supply ReWalk’s Personal Exoskeleton to eligible persons
in Germany.

●

In
June 2020, BARMER appealed the decision of the State Social Court, which ordered the supply of the SHI’s insured SCI person with
ReWalk. The State Social Court ruled and deemed ReWalk as the medical aid which will directly compensate the plaintiff’s disability.
BARMER initially appealed this ruling with the Federal Social Court (Bundessozialgericht), but
later, in November 2022, withdrew its pending case and accepted the prior ruling from the state court that exoskeletons are considered
as a direct disability compensation. This outcome means that an eligible insured person with SCI in Germany has a legal basis for the
supply of an exoskeleton as an orthopedic aid for direct disability compensation. Patients in Germany who are covered under these contracts
and policies must be medically evaluated for their eligibility to use the ReWalk Personal Exoskeleton device. If medically qualified,
the patient, along with his or her physician, must apply for coverage of the device. If a patient is found eligible and medically fit
to use our ReWalk Personal Exoskeleton device, we first enter into a rental agreement which allows the patient the necessary period to
train on how to use the device which usually takes between 3 to 6 months and then, after approval from the insurer, the patient receives
a personal device to use at home and in the community.

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●

In
February 2025, we finalized an agreement with BARMER to formalize the reimbursement process for the provision of ReWalk exoskeletons to
medically eligible beneficiaries. With the completion of the BARMER contract, approximately 45% of the 70 million people in Germany
covered by Statutory Health Insurance now have coverage policies with a defined reimbursement process for personal exoskeletons.
We are currently working with several additional SHIs and PHIs on securing a formal operating contract that will establish the process
of obtaining a ReWalk Personal Exoskeleton for their beneficiaries within their system.

As
of December 31, 2025, there were 49 insurance cases pending in Germany. We believe that our recent coverage decisions and the existing
claims will eventually lead other German insurers to provide coverage on a broader scale, but this is not guaranteed. For more information,
see “Part I, Item 1A. Risk Factors—Risks Related to our Business and our Industry— We may fail to secure or maintain
adequate insurance coverage or reimbursement for our products by third-party payors which risk may be heightened if insurers find the
products to be investigational or experimental or if new government regulations change existing reimbursement policies. Additionally,
such coverage or reimbursement, even if maintained, may not produce revenue that is high enough to allow us to sell our products profitably.”

We
continue to support clinical research and academic publications, which we believe will further support the case for coverage.

We
have distribution agreements in several European countries where we also had success with reimbursement by private insurers and worker’s
compensation. One of the examples was achieved in March 2018, when the Italian Ministry of Labor and Social Policy’s statutory insurance
corporation put in place a coverage policy that will provide exoskeleton systems for all qualifying beneficiaries. This policy, the first
of its kind in Italy, provides individuals with spinal cord injury access to obtain their own ReWalk Personal Exoskeleton device so that
they can stand and walk again. Since the initiation of coverage, we have supplied 10 units through our Italian distributor to individuals
covered by this policy.

Other
Funding Sources

In
addition to being funded by third-party payors, including private insurance plans, government programs such as the VHA, and workers’
compensation plans, ReWalk Personal Exoskeleton is also funded by self-payors. This includes individuals who purchase ReWalk with funds
from legal settlements with insurance companies or third parties.

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AlterG
Anti-Gravity System

The
DAP technology that underpins our AlterG Anti-Gravity technology originated from researchers at the NASA Moffet Field Research Center
to help astronauts maintain their muscle strength and bone density during extended periods in space outside of the effects of earth’s
gravity. The DAP technology was used to create a pressurized bubble that could exert pressure on an astronaut while exercising to simulate
the impact of gravity. While the technology ultimately was never implemented by NASA, it also had promise for use on earth.

The
DAP technology was modified by the founders of AlterG, Inc. for the opposite purpose of using the buoyancy of a pressurized air chamber
to uniformly reduce gravitational load and body weight. With subsequent product development, the initial AlterG Anti-Gravity system design
was supplemented with other complementary features. Our current models utilize a precise air calibration system which modulates the air
pressure supporting the user 100 times a second to ensure precise and consistent weight displacement that allows for modification of the
pressurized support in one-percent increments of each user’s weight. Additionally, the AlterG systems can be fitted with cameras
for live video monitoring and pressure sensors that track the user’s gait pattern.

Our
proprietary Stride Smart software can provide real-time data and analytics so that the user can watch and self-correct gait abnormalities.
Clinicians also can simultaneously read and respond to five gait assessment key performance indicators (“KPIs”). The five
KPIs include:

●

weight-bearing
symmetry;

●

step
length symmetry;

●

stance
time symmetry;

●

cadence
(stepping frequency); and

●

pain
level.

The
Stride Smart software provides clinicians with clear, objective data with which to assess, adjust, and modify a patient’s rehabilitation
progress. Since Stride Smart collects and presents patient gait data automatically, clinicians can focus their efforts rehabbing the patient
and selecting the data most useful to their gait analysis and correction recommendations.

Based
on usage patterns and feedback of clinicians, we believe that the AlterG Anti-Gravity system provides a versatile tool for the rehabilitation
of lower extremity injuries and conditions. By treating a broad range of conditions and facilitating faster recovery times, the AlterG
Anti-Gravity system enables rehabilitation clinics the opportunity to gain more referrals, increase the throughput of the facility, and
improve the productivity of the staff.

We
offer a range of AlterG Anti-Gravity systems depending on the needs and budget of each customer as follows:

•

NEO
– Introduced in 2024, this is the entry-level and most accessible model of Anti-Gravity system to enable increased adoption of Anti-Gravity
technology across a broader range of clinics and training facilities. The NEO model delivers the same patented DAP technology with
an updated platform and new electronic handrail height adjustment. The NEO is equipped to run at up to 10 miles per hour (“mph”)
in forward and 3 mph in reverse with a maximum incline of 15 degrees;

10

•

NEO+ – The most versatile offering within the AlterG family builds upon the benefits
of the NEO with added speed up to 12 mph and an integrated camera. The NEO+ also offers additional options for further customization,
including a high-speed option of up to 15 mph and the addition of our Stride Smart gait analytics software package; and

•

PRO – The PRO is our top-of-the-line model for sports medicine and elite sports
applications with utilization by professional and collegiate athletes. The PRO is designed for robust performance with a slat-belt design
equipped to run at up to 18 mph in forward and 10 mph in reverse, with all software and speed options included as standard.

In addition to sales of the AlterG Anti-Gravity systems, we also provide
consumables and services that support the utilization of the installed base. For example, the AlterG systems require the users to wear
proprietary shorts that zip the user into the air chamber to create the seal to maintain the air pressure. With frequent use, these shorts
need to be periodically replaced. Additionally, we maintain a network of approximately 40 contract service engineers who perform the installation,
maintenance, and repair work. As the 12-month assurance warranties expire, we market extended service contracts which can provide a recurring
revenue base that can grow with the size of the installed base.

The potential market for AlterG Anti-Gravity systems is large and fragmented
with several types of facilities that treat patients with conditions who could benefit from rehabilitation using partial weight displacement.
According to the MedPAC 2025 Report, there are approximately 1,200 certified inpatient rehabilitation facilities in the U.S. These facilities
treat patients with a range of conditions including stroke, lower extremity fractures, joint replacements, neurological conditions and
brain injury, cardiac conditions, and other types of orthopaedic conditions. Depending on the specific details of each case, many of these
patients are candidates for therapy using partial weight displacement. Globally, we estimate that there are approximately 3,500 inpatient
rehabilitation facilities that are comparable in budget and quality of care to those in the U.S.

The largest potential market for the AlterG Anti-Gravity systems are
outpatient clinics, some of which are in national and regional affiliations and most of which are independent facilities. According to
the IBIS World Industry Report (which tracks the number of physical therapy rehabilitation centers), there were approximately 54,000 outpatient
clinics in the U.S. in 2024. These facilities treat patients with less severe conditions than inpatient facilities with a greater mix
of patients skewed towards lower extremity fractures, joint replacements, and other types of orthopedic conditions. Globally, we estimate
that there are over 100,000 outpatient clinics based on scaling of population and standard of living that there are over 100,000 outpatient
clinics. One other major segment of the market for AlterG systems consists of professional and elite level sports teams, including major
university and college sports programs. These teams use the AlterG Anti-Gravity system to assist their players in maintaining higher levels
of fitness and accelerating the recovery time from sports-related injuries. Based on our internal estimates of the market, we believe
that there are approximately 1,400 sports programs in the U.S. who are potential AlterG customers. Globally, we estimate this figure to
be greater than 4,000 teams.

ReStore Exo-Suit

In June 2017, we unveiled our lightweight ReStore Exo-Suit system designed
initially for rehabilitation of stroke patients. The patented soft exo-suit technology was originally developed at Harvard University’s
Wyss Institute for Biologically Inspired Engineering (“Harvard”), where it also underwent initial clinical testing that demonstrated
potential to improve walking for stroke survivors. ReWalk and Harvard entered into a multi-year research collaboration agreement in 2016
which provides ReWalk license to intellectual property relating to lightweight exo-suit system technologies for lower limb disabilities
and provides access to future innovations that emerge from this collaboration and may be relevant to additional stroke products or other
therapies. The development and regulatory clearance process for ReStore took us approximately three years. We received FDA clearance for
ReStore in June 2019, and also obtained a CE mark in May 2019. Following the regulatory clearances, we began to commercialize the ReStore
product but because the ReStore product was not planned for MDR conformity we had to cease sales in the EU in May 2024. For more information
on the collaboration with Harvard, see “Research and Development-Research and Development Collaborations.”

ReStore Exo-Suit

11

The ReStore product consists of a soft, fabric-based design that connects
to a lightweight waist pack and mechanical cables that help lift the patient’s affected leg in synchronized timing with their natural
walking pattern. The lightweight structure wraps around the waist and supports an actuator with a motor, computer, and cable, along with
sensors attached to a stable point on the user’s calf and footplate in the user’s shoe. This design provides targeted mechanical
assistance to the patient’s ankle during forward propulsion (plantarflexion) and ground clearance (dorsiflexion), two key phases
of the gait cycle. The ReStore system is designed to provide advantages to stroke rehabilitation clinics and therapists as compared to
other traditional therapies and devices by enabling the therapist to specifically target and train for improved propulsion symmetry, which
is a key contributor to improved walking speed and efficiency for patients recovering from stroke.

Published clinical trials comparing the use of the soft exo-suit design
versus traditional rehabilitation training with stroke patients have shown varying levels of improvements, with the main ones being improved
walking speed, improved propulsion symmetry, reductions in compensatory behaviors including paretic hip hiking and circumduction as well
as reduction in metabolic burden associated with post stroke walking.

The main market for ReStore is rehabilitation clinics with a stroke
therapy program or clinics that would like to broaden their stroke presence. This product is marketed and sold directly to rehabilitation
clinics for use during the treatment of their patients which is generally reimbursed by commercial and government payors. During the second
half of 2019 we expanded our sales and marketing presence in the United States to accelerate product penetration after receiving FDA clearance
and CE mark. These efforts were adversely impacted by the COVID-19 pandemic, as clinics and hospitals shifted resources and attention
during the pandemic. During 2024, new research was published on the clinical efficacy using ReStore in stroke rehabilitation and we see
this technology as a building block for future portfolio development.

Stroke incidence in the United States is estimated at approximately
800,000 cases per year, with roughly 75–80% of individuals surviving the acute event. Among stroke survivors, motor impairments
are common, and an estimated 30–40% experience persistent lower-limb gait or mobility limitations requiring rehabilitation.

In the United States, individuals recovering from stroke receive therapy
across inpatient rehabilitation facilities, hospital-based rehabilitation programs, and outpatient physical therapy clinics, representing
several thousand sites of care nationwide.

With the clinical evidence we have to date on ReStore, its unique design
and its cost-effectiveness compared to other products, we believe the ReStore soft exosuit has the potential to be adopted by clinics
for use in the therapy of their stroke patients. However, we also recognize that the process to achieve this may be lengthy and will likely
occur only once national or regional healthcare providers include the device within their stroke therapy programs. We also believe that
accelerating adoption may require additional clinical evidence as well as continued education regarding the ReStore design and its potential
advantages compared to existing therapies and products.

As of December 31, 2025, and December 31, 2024, we had placed 48 and
43 ReStore units, respectively.

ReBoot Product

We are also in the research stage of ReBoot, a soft exoskeleton for
stroke home and community use, and are currently evaluating the reimbursement landscape and the potential clinical impact of this device.
This product would be a complementary product to ReStore, and it received Breakthrough Device Designation from the FDA in November 2021.
The ReBoot is a lightweight, battery-powered exo-suit intended to assist ambulatory functions in individuals with reduced ankle function
related to neurological injuries, such as stroke. The ReBoot is a customizable personalized device intended for home and community use
with an estimated market of approximately 400,000 annual stroke patients who require walking assistance after being discharged home. Further
investment in the development path of the ReBoot was paused in 2023 pending further determination about the clinical and commercial opportunity
of this device and at this time it remains on hold.

12

Sales and Marketing Activities

With added resources from acquiring AlterG, Inc., we have created a
U.S. commercial team that we believe has the capacity and capabilities to support a broad range of physical and neurological rehabilitation
products for use in facilities, the home and the community. As part of this integration, we have rebranded our company under the name
Lifeward, to emphasize our commitment to pioneering a portfolio of innovative technologies to empower the pursuit of life’s ambitions
in the face of physical limitation or disability. For the sake of clarity, we will continue to use the ReWalk name to designate our line
of exoskeleton products and the AlterG name to describe our line of Anti-Gravity systems.

In the U.S., our commercial efforts are direct sales focused generally
on rehabilitation centers, hospitals, rehabilitation clinics, and similar facilities that treat patients who could benefit from offerings
within our portfolio of products. We market our facility-based products, such as the AlterG and the MyoCycle Pro to these institutions
for their use in providing care to their patients. We also market our home-based products, such as the ReWalk Personal Exoskeleton or
MyoCycle Home, to physicians and physical therapists for referrals to individuals who could benefit from these devices as part of a home-based
activity regimen that elevates the health and wellness of these individuals. Additionally, some sales of the ReWalk Personal Exoskeleton
or MyoCycle Home are also generated from referrals through the spinal cord injury community and direct inquiries from potential users
through our different marketing efforts. Beyond healthcare facilities, we also market our AlterG systems to professional and college sports
teams who use the systems to help their athletes recover from lower extremity sports injuries.

Outside the U.S., our distribution varies depending on the product and
the geographic market. We market our ReWalk Personal Exoskeleton product directly in Germany and primarily through third-party distributors,
who maintain the customer relationships, in our other markets. We market our AlterG systems directly in Canada, and in other territories
utilize a network of over 40 third-party distributors who generally have exclusivity in their respective geographic territories.

As of December 31, 2025, we had placed 131 ReWalk Rehabilitation Exoskeleton
units in use at rehabilitation centers and 778 ReWalk Personal Exoskeleton units in a home or community use, compared to 131 ReWalk Rehabilitation
Exoskeleton units and 689 ReWalk Personal Exoskeleton units as of December 31, 2024. We estimate the installed base of AlterG systems
is over 6,000 installed units worldwide as of December 31, 2025. With the finalization of the Medicare payment rates for exoskeletons
that was effective April 1, 2024, we have begun to aggressively target the eligible Medicare customer base for growth while also continuing
to focus on expanding commercial and other reimbursement coverage. Additionally, with our increased direct sales resources and distributor
network, we also expect to further penetrate the base of facilities which could utilize AlterG systems for rehabilitation of their patients.

Competition

The market in which we operate is characterized by active competition
and rapid technological change, and we expect competition to increase. Competition arises from providers of other mobility systems and
prosthetic devices used in the clinic and/or home settings.

We are aware of several other companies developing competing technology
and devices, and some of these competitors may have greater resources, greater name recognition, broader product lines, or larger customer
bases than we do.

In the market for anti-gravity rehabilitation systems, our AlterG systems
compete with other treadmill-based rehabilitation technologies offered by various medical device and rehabilitation equipment manufacturers,
including systems offered by companies such as BTL Industries and other providers of rehabilitation treadmills and gait-training technologies
used in clinical rehabilitation and sports performance settings. We believe that our AlterG systems differentiate themselves through their
proprietary Differential Air Pressure technology, which allows precise and comfortable body-weight support during rehabilitation and athletic
training.

13

Our principal competitors in the medical exoskeleton market consist
of Ekso Bionics (NASDAQ: EKSO), Rex Bionics Pty, Cyberdyne (Tokyo Stock Exchange: 7779), FREE Bionics, DIH (formerly known as Hocoma),
Wandercraft, and Bioness (acquired by Bioventus (NASDAQ: BVS)). The competitors’ products may also compete with the ReStore Exo-Suit,
as well as manual forms of gait training which do not involve robotic assistive devices.

We believe that our ReWalk Personal Exoskeleton possesses key competitive
advantages over these companies’ products, such as our tilt-sensor technology that provides a self-initiated walking experience,
six degrees of freedom which enable a more natural gait, the ability to support its own weight, and robust durability in real-world conditions.
In addition, ReWalk Personal Exoskeleton is the only medical exoskeleton with FDA and CE clearance for use on stairs and curbs, which
greatly improves the ability to use the device in everyday real-world environments.

We believe that our ReStore Exo-Suit device has several competitive
advantages over the products of our competitors, including a design that facilitates a natural, functional walking pattern through flexible
materials, sensors, and powered plantarflexion as well as dorsiflexion, making it the only solution of its type of which we are aware
of that supports such movements, achieving that with a lower cost and weight than rigid exoskeletal devices.

In addition, we are aware of a number of academic and early stage research
into exoskeletons for various applications. Other medical device or robotics companies, academic and research institutions, or others
may develop new technologies or therapies that provide a superior walking experience, are more effective in treating the secondary medical
conditions that we target or are less expensive than our current or future products. Our technologies and products could be rendered obsolete
by such developments.

We may also compete with other treatments and technologies that address
the secondary medical conditions that ReWalk seeks to mitigate.

Community Engagement and Education

We devote significant resources to engagement with and education of
the spinal cord injury community with respect to the benefits of our SCI Products. We actively seek opportunities to partner with hospitals,
rehabilitation centers and key opinion leaders to engage in research and development and clinical activities. We also seek to educate
and gain support from organizations such as patient advocacy groups and clinician societies with the goal of promoting adoption of exoskeleton
technology from patient, clinician, and payor communities. We believe that our success has been and will continue to be driven in part
by our reputation and acceptance within the spinal cord injury community.

To date, multiple advocacy groups have issued public endorsements of
the ReWalk Personal Exoskeleton, including leading United States-based national organizations such as the United Spinal Association and
the Dana and Christopher Reeves Foundation, as well as others. In addition, the National Institute for Health and Care excellence in the
United Kingdom (also known as “NICE”) has issued a public announcement regarding the ReStore device.

Services and Customer Support

Our commercial centers of operations in Hudson, Massachusetts and Berlin,
Germany coordinate all customer support and product service functions for North America and Europe, respectively, through dedicated technical
service personnel who provide product services and customer support through training to healthcare providers and support to product users.

Research and Development

We are committed to investing in a robust research and development program
to support our current product line and to potentially develop our pipeline of new and complementary products, and we believe that ongoing
research and development efforts are essential to our success. Our research and development team consists of both in-house and external
staff, including engineers, machinists, researchers and marketing, quality, manufacturing, regulatory and clinical personnel, which we
employ as efficiently as possible meet our current and future needs, and who work closely together to design, enhance, and validate our
technologies. This research and development team conceptualizes technologies and then builds and tests prototypes before refining and/or
redesigning, as necessary. Our regulatory and clinical personnel work in parallel with engineers and researchers, allowing us to anticipate
and resolve potential issues at early stages in the development cycle. Our level of research and development investment depends on our
available resources, business plans, and future needs. For more information, see “Part I, Item 1A. Risk Factors — Risks Related
to Our Business and Our Industry — Our future growth and operating results will depend on our ability to develop, receive regulatory
clearance for, and commercialize new products and penetrate new product and geographic markets.”

14

We have implemented product design improvements for the ReWalk Personal
Exoskeleton, including enhancements incorporated into the ReWalk 7 system, which received regulatory clearance and has been commercially
launched.

In the longer term we are conducting research on our next generation
exoskeleton with design improvements and advanced robotic technologies such as AI and sensor fusion. New medical indications impacting
the ability to walk that we may pursue include multiple sclerosis, cerebral palsy, Parkinson’s disease, and assistance for elderly
individuals.

We are also considering new generations of anti-gravity systems utilizing
our DAP technology, including the NEO which was introduced in 2024 as an entry-level and most accessible model of Anti-Gravity™
system to enable increased adoption of Anti-Gravity™ technology across a broader range of clinics and training facilities. Additionally,
we are evaluating other applications for DAP technology to create entirely new rehabilitation systems for our facility-based customers.

We conduct our research and development efforts mainly at our facility
in Yokneam, Israel. We believe that the close interaction among our research and development and manufacturing groups allows for timely
and effective realization of our new product concepts.

Our research and development efforts have been financed, in part, through
funding from the Israel Innovation Authority (formerly known as Office of the Chief Scientist in the Israel Ministry of Economy) (the
“IIA”). From our inception through December 31, 2025, we received funding totaling $2.8 million from the IIA. For more information
regarding our research and development financing arrangements, see “Part II. Item 7. Management’s Discussion and Analysis
of Financial Condition and Results of Operations—Liquidity and Capital Resources” and “—Grants and Other Funding.”

Research and Development Collaborations

On April 1, 2022, we entered a research and development cooperation
agreement with several companies and universities in the Human Robot Interaction (“HRI”) Consortium, part of the IIA’s
MAGNET incentive program. This incentive program provides grants for R&D collaboration as part of a consortium comprised of private
businesses and leading academic centers. The goals of the HRI consortium are to “develop advanced technologies aimed at providing
robots with social capabilities, enabling them to carry out various tasks and effective interactions with different users in diverse operational
environments.” The total program has a budget of NIS 57 million, which includes funding for research and development grants to help
drive technological innovation. The Consortium is a 3-year program which has allocated NIS 1.745 million to fund ReWalk-specific projects
over the first 18-month period of the program. In November 2023, we entered the second 18-month period of the program, the Consortium
has allocated NIS 1.336 million to fund ReWalk-specific projects over the second 18-month period. As of December 31, 2025, the Company
spent total funds in the amount of NIS 3.0 million. As a member of the HRI Consortium, we collaborate with several universities to develop
advanced technologies aimed at improving the human-exoskeleton interaction. This research collaboration with top researchers in the fields
of robotics, behavioral sciences and human-computer interaction will seek to make the use of exoskeletons easier and more natural to promote
wider adoption of the technology.

On May 16, 2016, we entered into the Research Collaboration Agreement
(“Collaboration Agreement”) and the Exclusive License Agreement (“Harvard License Agreement”) with Harvard. Under
the Collaboration Agreement, we and Harvard agreed to collaborate on research regarding the development of lightweight soft suit exoskeleton
system technologies for lower limb disabilities, which are intended to treat stroke, multiple sclerosis, mobility limitations for the
elderly and other medical applications. Under the Collaboration Agreement, we paid Harvard quarterly installment payments to help fund
the research. Subject to the terms of the Collaboration Agreement, we and Harvard were required to report our respective research results
and findings to each other on a regular basis. The Collaboration Agreement governed ownership of the research results and inventions generated
in performance of the research collaboration and provided us the option to negotiate with Harvard for a license to certain new inventions
of Harvard conceived in performance of the collaboration. The Collaboration Agreement concluded on March 31, 2022.

Under the Harvard License Agreement,
we have been granted an exclusive, worldwide royalty-bearing license under certain patents of Harvard relating to lightweight “soft
suit” exoskeleton system technologies for lower limb disabilities, a royalty-free license under certain related know-how and the
option to obtain a license to certain inventions conceived under our joint research collaboration. Harvard retains the right to practice
the patents for research, educational and scholarly purposes. We are required to use commercially reasonable efforts to develop products
under the Harvard License Agreement in accordance with an agreed-upon development plan and to introduce and market such products commercially.
In addition to an upfront fee and royalties on net sales, we are obligated to pay Harvard certain milestone payments upon the achievement
of certain product development and commercialization milestones. We have also agreed to reimburse Harvard for expenses incurred in connection
with the filing, prosecution, and maintenance of the licensed patents.

The Harvard License Agreement will
continue in full force and effect until the expiration of the last-to-expire valid claim of the licensed patents, or it is terminated
in accordance with its terms. We may terminate the License Agreement for any reason upon 60 days’ prior written notice, while Harvard
may terminate the License Agreement if we do not maintain requisite insurance or become insolvent. The Harvard License Agreement may also
be terminated by Harvard or us due to the other party’s material uncured breach. The Harvard License Agreement contains, as applicable,
customary representations and warranties and customary enforcement, indemnification, and insurance provisions.

15

Intellectual Property

Protection of our intellectual property is important to our business.
We seek to protect our intellectual property through a combination of patents, trademarks, confidentiality, and assignment agreements
with our employees and certain of our contractors and confidentiality agreements with certain of our consultants, scientific advisors
and other vendors and contractors. In addition, we rely on trade secrets law to protect our proprietary software and product candidates/products
in development.

In addition to our portfolio of issued patents and pending patent applications,
we license certain patented and patented pending technology from a third party as described above under the “Research and Development”
section.

For our ReWalk product line, as of December 31, 2025, we have 12 issued
patents in the United States and 34 issued patents outside of the United States, as well as 7 pending patent applications for our technology
in the United States, China, and Europe, including one pending international PCT application. For our patents associated with DAP
and other AlterG technology, as of December 31, 2025, we have 30 issued patents in the United States and 7 patents issued outside the
United States, as well as 2 pending patent applications for anti-gravity associated technology in the United States and one pending international
PCT application.

In the United States and Europe, we have apparatus patent claims covering
aspects of both our exoskeleton and our anti-gravity products and similar devices or systems, which focus on protecting our products in
terms of structural characteristics and functionality. Moreover, we also have method patent claims covering certain methods of operation
and control of our exoskeleton and anti-gravity products, which provide additional protection for our technology. We do not currently
license any of the technology contained in our currently commercialized ReWalk and AlterG products, other than with respect to technology
that is generally publicly available, but we may do so in the future.

Patents filed both in the United States and Europe (as well as other
countries) generally have a term of 20 years from their earliest effective filing date, although they can be slightly longer depending
upon a local jurisdiction’s rules and laws. For example, the oldest of our issued patents relating to our tilt-sensor technology
was filed in May 2001 in the United States and would typically expire in May 2021. However, this patent actually expired in April of 2023
due to patent term adjustment (PTA) of 689 days for delays in examination by the United States Patent and Trademark Office.

We currently hold a registered trademark in the United States, Europe,
Israel, and the United Kingdom, for the mark ReWalk®. We currently hold a registered trademark in United States, Europe and the United
Kingdom for the mark ReStore®. We currently hold the trademarks Alter G™ and Anti-Gravity Treadmill™ in the United States,
Canada and Japan. The trademark Alter G™ is also held in the United Kingdom and Europe. We currently hold the registered trademark
Defy Gravity® in the United States. We also hold a registered trademark for Lifeward® in the Europe, the United Kingdom, and
Israel. The application to register the trademark Lifeward™ is pending in the United States.

We cannot be sure that our intellectual property will provide
us with a competitive advantage especially as some of our older patents begin to expire, or that we will not infringe on the intellectual
property rights of others. In addition, we cannot be sure that any patents will be granted in a timely manner or at all with respect to
any of our patent pending applications. For a more comprehensive discussion of the risks related to our intellectual property, see “Part
I, Item 1A. Risk Factors—Risks Related to Our Intellectual Property.”

16

Government Regulation

U.S. Regulation

Our medical products and manufacturing operations are regulated by the
FDA and other federal and state agencies. Our products are regulated as medical devices in the United States under the Federal Food, Drug,
and Cosmetic Act, or the FFDCA, as implemented and enforced by the FDA. The FDA regulates the development, testing, manufacturing, labeling,
storage, installation, servicing, advertising, promotion, marketing, distribution, import, export, and market surveillance of our medical
devices.

Premarket Regulatory Requirements

Unless an exemption applies, each medical device commercially distributed
in the United States requires either FDA clearance of a 510(k) premarket notification, approval of a premarket approval application (PMA),
or issuance of a de novo classification order. Under the FFDCA, medical devices are classified into one of three classes—Class I,
Class II or Class III—depending on the degree of risk associated with each medical device and the extent of control needed to provide
reasonable assurance of safety and effectiveness. Classification of a device is important because the class to which a device is assigned
determines, among other things, the necessity and type of FDA review required prior to marketing the device. Class I devices are those
for which reasonable assurance of safety and effectiveness can be assured by adherence to general controls that include compliance with
the applicable portions of the FDA’s Quality Management System Regulation, or QMSR, facility registration and product listing, reporting
of adverse medical events, and appropriate, truthful and non-misleading labeling, advertising, and promotional materials. Class I also
includes devices for which there is insufficient information to determine that general controls are sufficient to provide reasonable assurance
of the safety and effectiveness of the device or to establish special controls to provide such assurance, but that are not life-supporting
or life-sustaining or for a use which is of substantial importance in preventing impairment of human health, and that do not present a
potential unreasonable risk of illness of injury.

Class II devices are those for which general controls alone are insufficient
to provide reasonable assurance of safety and effectiveness and there is sufficient information to establish “special controls.”
These special controls can include performance standards, post-market surveillance, and patient registries. While most Class I devices
are exempt from the 510(k) premarket notification requirement, most Class II devices require a 510(k) premarket notification to be marketed
in the U.S. As a result, manufacturers of most Class II devices are required to submit to the FDA premarket notifications under Section
510(k) of the FFDCA in order to market or commercially distribute those devices. To obtain 510(k) clearance, manufacturers must demonstrate
that the proposed device is “substantially equivalent” to a predicate device already on the market. A predicate device is
a legally marketed device that is not subject to premarket approval, or PMA, meaning, (i) a device that was legally marketed prior to
May 28, 1976 (pre-amendments device) and for which a PMA is not required, (ii) a device that has been reclassified from Class III to Class
II or I, or (iii) a device that was found substantially equivalent through the 510(k) process. If the FDA agrees that the device is substantially
equivalent to a predicate device currently on the market, it will grant 510(k) clearance to commercially market the device. If the device
is not “substantially equivalent” to a previously cleared device, the device is automatically a Class III device. The device
sponsor must then fulfill more rigorous premarket approval requirements or can request a risk-based classification determination for the
device in accordance with the “de novo” classification process, which is a route to market for medical devices that are low
to moderate risk but are not substantially equivalent to a predicate device.

Devices that are intended to be life sustaining or life supporting,
devices that are implantable, devices that present a potential unreasonable risk of harm or are of substantial importance in preventing
impairment of health, and devices that are not substantially equivalent to a predicate device are placed in Class III and generally require
approval of a PMA, unless the device is a pre-amendment device not yet subject to a regulation requiring premarket approval. The PMA process
is more demanding than the 510(k) premarket notification process. In a PMA, the manufacturer must demonstrate that the device is safe
and effective, and the PMA must be supported by extensive data, including data from preclinical studies and clinical trials. The PMA must
also contain a full description of the device and its components, a full description of the methods, facilities and controls used for
manufacturing, and proposed labeling. Following receipt of a PMA, the FDA determines whether the application is sufficiently complete
to permit a substantive review. If the FDA accepts the application for review, it has 180 days under the FFDCA to complete its review
of a PMA, although in practice, the FDA’s review often takes significantly longer and can take one year or more.

17

Clinical trials are almost always required to support PMAs and are sometimes
required to support 510(k) submissions. All clinical investigations of devices to determine safety and effectiveness must be conducted
in accordance with the FDA’s investigational device exemption, or IDE, regulations that govern investigational device labeling,
prohibit promotion of the investigational device, and specify recordkeeping, reporting and monitoring responsibilities of study sponsors
and study investigators. If the device presents a “significant risk,” as defined by the FDA, the agency requires the device
sponsor to submit an IDE application to the FDA, which must become effective prior to commencing human clinical trials. The IDE will automatically
become effective 30 days after receipt by the FDA, unless the FDA denies the application or notifies the company that the investigation
may not begin. If the FDA determines that there are deficiencies or other concerns with an IDE that require modification of the study,
the FDA may permit a clinical trial to proceed under a conditional approval. In addition, the study must be approved by, and conducted
under the oversight of, an Institutional Review Board, or IRB, for each clinical site. If the device presents a non-significant risk to
the patient, a sponsor may begin the clinical trial after obtaining approval for the trial by one or more IRBs without separate approval
from the FDA, but must still comply with abbreviated IDE requirements, such as monitoring the investigation, ensuring that the investigators
obtain informed consent, and labeling and record-keeping requirements.

In June 2014, the FDA granted our request for “de novo”
classification, and classified ReWalk as a Class II powered exoskeleton device subject to special controls. The ReWalk is intended to
enable individuals with spinal cord injuries to perform ambulatory functions under supervision of a specially trained companion, and inside
rehabilitation institutions. The special controls established in the de novo classification order for all powered exoskeleton devices
include the following: clinical testing to demonstrate safe and effective use considering the level of supervision necessary and the use
environment; non-clinical safety and performance testing, including durability testing to demonstrate that the device performs as intended
under anticipated conditions of use; a training program; and labeling related to device use and user training. The special controls of
this de novo order also apply to competing powered exoskeleton products seeking FDA clearance.

In June 2019, the FDA issued a 510(k) clearance for ReStore, which means
that the device can be marketed in the U.S. ReStore is intended to be used to assist ambulatory functions in rehabilitation institutions
under the supervision of a trained therapist for people with hemiplegia or hemiparesis due to stroke. ReStore complies with special controls
for powered exoskeletons as described above. In order for us to market ReStore and ReWalk, we must comply with both these special controls
as well as general controls, including controls related to quality, facility registration, reporting of adverse events and labelling.
Failure to comply with the general and special controls could lead to removal of ReStore or ReWalk from the market, which would have a
material adverse effect on our business.

In March 2023, we received 510(k) clearance for the ReWalk Personal
Exoskeleton with an indication for standing and walking on level surfaces and mild slopes and ascending and descending stairs and curbs.
In June 2024, we submitted a 510(k) premarket notification for the ReWalk 7 Personal Exoskeleton, a next-generation ReWalk model, and
the 510(k) was cleared by FDA in March 2025.

For more information, see “Part I, Item 1A. Risk Factors-Risks
Related to Government Regulation-We are subject to extensive governmental regulations relating to the manufacturing, labelling and marketing
of our products, and a failure to comply with such regulations could lead to withdrawal or recall of our products from the market.”

Expedited Development and Review Programs

FDA’s Breakthrough Devices Program is a voluntary program offered
to manufacturers of certain medical devices and device-led combination products that may provide for more effective treatment or diagnosis
of life-threatening or irreversibly debilitating diseases or conditions. The goal of the program is to provide patients and health care
providers with more timely access to qualifying devices by expediting their development, assessment and review, while preserving the statutory
standards for marketing authorization.

18

The program is available to medical devices that meet certain eligibility
criteria, including that the device provides more effective treatment or diagnosis of life-threatening or irreversibly debilitating diseases
or conditions, and that the device meets one of the following criteria: (i) the device represents a breakthrough technology, (ii) no approved
or cleared alternatives exist, (iii) the device offers significant advantages over existing approved or cleared alternatives, or (iv)
the availability of the device is in the best interest of patients. Breakthrough Device designation provides certain benefits to device
developers, including more interactive and timely communications with FDA staff, use of post market data collection, when scientifically
appropriate, to facilitate expedited and efficient development and review of the device, opportunities for efficient and flexible clinical
study design, and prioritized review of premarket submissions.

Post-Market Regulatory Requirements

After a device is cleared for marketing, numerous regulatory requirements
apply. These include:

●

establishment registration and device listing;

●

development of a quality assurance system, including establishing and implementing procedures
to design and manufacture devices;

●

labeling regulations that prohibit the promotion of products for unapproved or “off-label”
uses and impose other restrictions on labeling;

●

FDA’s Unique Device Identification requirements that call for a unique device identifier
(UDI) on device labels and packages and submission of data to the FDA’s Global Unique Device Identification Database (GUDID);

●

medical device reporting regulations that require manufacturers to report to the FDA
if a device may have caused or contributed to a death or serious injury or malfunctioned in a way that would likely cause or contribute
to a death or serious injury if it were to recur; and corrections and removal reporting regulations that require manufacturers report
to the FDA field corrections and product recalls or removals if undertaken to reduce a risk to health posed by the device or to remedy
a violation of the FFDCA that may present a risk to health; and

●

post-market surveillance.

Our manufacturing processes are required to comply with the applicable
portions of the FDA’s Quality Management System Regulation (“QMSR”) that covers the methods and the facilities and controls
for the design, manufacture, testing, production, processes, controls, quality assurance, labeling, packaging, distribution, installation,
and servicing of finished devices intended for human use. The QMSR became effective in February 2026 and replaced the Quality System
Regulation (“QSR”). The QMSR incorporates by reference the international standard for medical device quality management
systems set by the International Organization for Standardization (ISO), ISO 13485:2016. We actively maintain compliance with the FDA’s
QMSR, and the European Union’s Quality Management Systems requirements, ISO 13485:2016.

As a manufacturer, we are subject to periodic scheduled or unscheduled
inspections by the FDA. If the FDA believes we or any of our contract manufacturers are not in compliance with the quality system requirements,
or other post-market requirements, it has significant enforcement authority. Specifically, if the FDA determines that we failed to comply
with applicable regulatory requirements, it can take a variety of compliance or enforcement actions, which may result in any of the following
sanctions:

●

untitled letters, warning letters, fines, injunctions, consent decrees and civil penalties;

●

customer notifications or repair, replacement, or refunds;

●

recalls, withdrawals, or administrative detention or seizure of our products;

●

operating restrictions or partial suspension or total shutdown of production;

19

●

refusing or delaying requests for approval of pre-market approval applications relating
to new products or modified products;

●

withdrawing PMA approval;

●

refusal to grant export approvals for our products; or

●

pursuing criminal prosecution.

Any such action by the FDA would have a material adverse effect on our
business. In addition, these regulatory controls, as well as any changes in FDA policies, can affect the time and cost associated with
the development, introduction, and continued availability of new products. Where possible, we anticipate these factors in our product
development processes.

Regulation Outside of the U.S.

In addition to the United States regulations, we are subject to a variety
of foreign regulations governing clinical trials, manufacturing and commercial sales and distribution of our products. In the E.U., medical
devices are regulated by the European Union Medical Devices Regulation (EU) 2017/745 or MDR, which became applicable on May 26, 2021,
and replaced the E.U. Medical Devices Directive 93/42/EEC, or MDD. The MDR and its associated guidance documents and harmonized standards,
govern, among other things, device design and development, preclinical and clinical or performance testing, premarket conformity assessment,
registration, manufacturing, labeling, claims, distribution, export and import and post-market surveillance, vigilance, and market surveillance.

Before a device can be placed on the market in the E.U., compliance
with the MDR requirements must be demonstrated in order to affix the CE mark to the product. The method of assessing conformity varies
depending on the class of the product but normally involves a combination of self-assessment by the manufacturer and a third-party assessment
by a “Notified Body.” This third-party assessment may consist of an audit of the manufacturer’s quality system or specific
testing of the manufacturer’s product. The Notified Body issues a CE Certificate of Conformity to confirm successful completion
of a conformity assessment procedure conducted in relation to the medical device and its manufacturer and their conformity with the essential
requirements provided in the MDR. Under transitional provisions provided in the MDR, medical devices that had valid CE Certificates of
Conformity issued under the MDD prior to May 26, 2021 and that remained valid (and not withdrawn) on March 20, 2023, can continue to be
placed on the EEA market until the end of December 2027 or 2028 (depending on the class of device), provided the device’s manufacturer
complies with certain requirements, including that there are no significant changes in the design and intended purpose of the applicable
device. After the expiry of any applicable transitional period, only devices that have been CE marked on the basis of the MDR may be placed
on the market in the EEA. We comply with the E.U. requirements and have received a Notified Body Certificate of Conformity under the MDR
for ReWalk 7 Personal Exoskeleton. Prior models of our ReWalk system are CE marked under the MDD and continue to be placed on the EU market
in compliance with the MDR transitional provisions. The ReStore product was not planned for MDR conformity and accordingly, we had
to cease sales of the ReStore in the E.U. in May 2024.

Following the U.K.’s exit from the E.U. (known as “Brexit”),
the MDR applies in Northern Ireland but does not apply in Great Britain (England, Scotland and Wales). The medical device legislative
framework in Great Britain is set out in the Medical Devices Regulations 2002, as amended. These regulations are based on the previous
medical device directives of the E.U. but modified to operate independently of E.U. law. The Medical Devices Regulations 2002 contain
certain Great Britan-specific requirements, including the introduction of the UK Conformity Assessed, or UKCA, marking (although
E.U. CE marks will be recognized potentially up until June 2030 or later (subject to further consultation)), the requirement for manufacturers
located outside of the U.K. to appoint a “UK Responsible Person” if they place devices on the Great Britain market, and expanded
device registration requirements.

Sales in other jurisdictions are subject to the foreign government regulations
of the relevant jurisdiction, and in most cases, we must obtain approval by the appropriate regulatory authorities before we can commence
clinical trials or marketing activities in those countries. The approval process varies from country to country, and the time may be longer
or shorter than that required to obtain a marketing authorization in the United States or the CE mark in the E.U. The requirements governing
the conduct of clinical trials, product licensing, pricing and reimbursement vary greatly from country to country.

20

The policies of the FDA and foreign regulatory authorities may change,
and additional government regulations may be enacted that could prevent or delay regulatory approval of our products and could also increase
the cost of regulatory compliance. We cannot predict the likelihood, nature, or extent of adverse governmental regulation that might arise
from future legislative or administrative action, either in the United States or abroad.

U.S. Anti-Kickback, False Claims and Other Healthcare Fraud and Abuse
Laws

In the United States, there are federal and state anti-kickback laws
that prohibit the payment or receipt of kickbacks, bribes or other remuneration intended to induce the purchase or recommendation of healthcare
products and services. Violations of these laws can lead to civil and criminal penalties, including exclusion from participation in federal
healthcare programs. These laws apply to manufacturers of products, such as us, with respect to our financial relationship with hospitals,
physicians and other potential purchasers or acquirers of our products. The U.S. government has published regulations that identify “safe
harbors” or exemptions for certain practices from enforcement actions under the federal anti-kickback statute, and we will seek
to comply with the safe harbors where possible. The federal anti-kickback law also contains several statutory safe harbors. To qualify
for a safe harbor, the activity must fit squarely within the safe harbor. Arrangements that do not meet a safe harbor are not necessarily
illegal but must be evaluated on a case-by-case basis. A person or entity may be found to violate the anti-kickback statute even absent
actual knowledge of this statute or specific intent to violate it. In addition, the government may assert that a claim that includes items
or services resulting from a violation of the federal anti-kickback statute constitutes a false or fraudulent claim for purposes of the
federal False Claims Act (“FCA”).

The civil FCA prohibits, among other things, any person or entity from
knowingly presenting, or causing to be presented, a false or fraudulent claim for payment to, or approval by, the federal government,
knowingly making, using, or causing to be made or used a false record or statement material to a false or fraudulent claim to the federal
government, or avoiding, decreasing, or concealing an obligation to pay money to the federal government. A claim includes “any request
or demand” for money or property presented to the U.S. government. The civil FCA has been used to assert liability on the basis
of kickbacks and other improper referrals, improper use of Medicare provider or supplier numbers when detailing a provider of services,
improper promotion of off-label uses not covered by a device’s clearance or approval, and allegations as to misrepresentations with
respect to products, contract requirements, and services rendered. In addition, private payors have been filing follow-on lawsuits alleging
fraudulent misrepresentation, although establishing liability and damages in these cases is more difficult than under the FCA. Intent
to deceive is not required to establish liability under the civil FCA. Civil FCA actions may be brought by the government or may be brought
by private individuals on behalf of the government, called “qui tam” actions. If the government decides to intervene in a
qui tam action and prevails in the lawsuit, the individual will share in the proceeds from any fines or settlement funds. If the government
declines to intervene, the individual may pursue the case alone. The civil FCA provides for treble damages and a civil penalty for each
false claim, such as an invoice or pharmacy claim for reimbursement, which can aggregate into millions of dollars. For these reasons,
FCA lawsuits against biopharmaceutical and device companies have resulted in substantial civil and criminal settlements, as much as $3.0
billion, regarding certain sales practices and promoting off label uses. Civil FCA liability may further be imposed for known Medicare
or Medicaid overpayments that are not refunded within 60 days of discovering the overpayment, even if the overpayment was not caused by
a false or fraudulent act. In addition, conviction or civil judgment for violating the FCA may result in exclusion from federal health
care programs, and suspension and debarment from government contracts, and refusal of orders under existing government contracts.

The government may further prosecute conduct constituting a false claim
under the criminal FCA. The criminal FCA prohibits the making or presenting of a claim to the government knowing such claim to be false,
fictitious, or fraudulent and, unlike the civil FCA, requires proof of intent to submit a false claim.

21

The civil monetary penalties statute is another statute under which
medical device companies may potentially be subject to enforcement. Among other things, the civil monetary penalties statue imposes fines
against any person who offers to provide remuneration to any individual eligible for benefits under Medicare or Medicaid that the offerer
knows or should know is likely to influence the individual’s selection of a particular provider or supplier of any item or service
reimbursable under those programs.

The federal Health Insurance Portability and Accountability Act of 1996
(“HIPAA”) also created federal criminal statutes that prohibit, among other actions, knowingly and willfully executing, or
attempting to execute, a scheme to defraud or to obtain, by means of false or fraudulent pretenses, representations or promises, any of
the money or property owned by, or under the custody or control of, a healthcare benefit program, regardless of whether the payor is public
or private, in connection with the delivery or payment for health care benefits, knowingly and willfully embezzling or stealing from a
health care benefit program, willfully obstructing a criminal investigation of a health care offense and knowingly and willfully falsifying,
concealing, or covering up by any trick or device a material fact or making any materially false statements in connection with the delivery
of, or payment for, healthcare benefits, items, or services relating to healthcare matters. Additionally, the Patient Protection and Affordable
Care Act, as amended by the Health Care and Education Affordability Reconciliation Act, or collectively the “ACA”, amended
the intent requirement of certain of these criminal statutes under HIPAA so that a person or entity no longer needs to have actual knowledge
of the statute, or the specific intent to violate it, to have committed a violation.

The Physician Payments Sunshine Act (“Sunshine Act”) requires
annual reporting, by applicable device and drug manufacturers, of covered products, payments, and other transfers of value to certain
health care providers, and ownership and investment interests held by physicians and their immediate family members.

Further, we may be subject to data privacy and security regulation by
both the federal government and the states in which we conduct our business. HIPAA, as amended by the Health Information Technology for
Economic and Clinical Health Act (“HITECH”) and its respective implementing regulations imposes certain requirements on covered
entities relating to the privacy, security, and transmission of certain individually identifiable health information, known as protected
health information. Among other things, HITECH, through its implementing regulations, makes HIPAA’s security standards and certain
privacy standards directly applicable to business associates, defined as a person or organization, other than a member of a covered entity’s
workforce, that creates, receives, maintains, or transmits protected health information on behalf of a covered entity for a function or
activity regulated by HIPAA. HITECH also strengthened the civil and criminal penalties that may be imposed against covered entities, business
associates, and individuals, and gave state attorneys general new authority to file civil actions for damages or injunctions in federal
courts to enforce the federal HIPAA laws and seek attorneys’ fees and costs associated with pursuing federal civil actions. In addition,
other federal and state laws may govern the privacy and security of health and other information in certain circumstances, many of which
differ from each other in significant ways and may not be pre-empted by HIPAA, thus complicating compliance efforts.

Many states have also adopted laws similar to each of the above federal
laws, which may be broader in scope and apply to items or services reimbursed by any third-party payor, including commercial insurers.
Certain states also require implementation of commercial compliance programs and compliance with the medical device industry’s otherwise
voluntary compliance guidelines and the applicable compliance guidance promulgated by the federal government, or otherwise restrict payments
or the provision of other items of value that may be made to healthcare providers and other potential referral sources; impose restrictions
on marketing practices; or require companies to track and report information related to payments, and other items of value to physicians
and other healthcare providers.

If our operations are found to be in violation of any of the laws or
regulations described above or any other applicable laws, we may be subject to penalties or other enforcement actions, including criminal
and significant civil monetary penalties, damages, fines, disgorgement, imprisonment, exclusion from participation in government healthcare
programs, corporate integrity agreements, suspension and debarment from government contracts, and refusal of orders under existing government
contracts, reputational harm, diminished profits and future earnings, and the curtailment or restructuring of our operations, any of which
could adversely affect our ability to operate our business and our results of operations. Enforcement actions can be brought by federal
or state governments, or as “qui tam” actions brought by individual whistleblowers in the name of the government under the
civil FCA if the violations are alleged to have caused the government to pay a false or fraudulent claim.

22

To the extent that any of our products are sold in a foreign country,
we may be subject to similar foreign laws and regulations, which may include, for instance, applicable post-marketing requirements, including
safety surveillance, anti-fraud and abuse laws, and implementation of corporate compliance programs and reporting of payments or transfers
of value to healthcare professionals.

Coverage and Reimbursement

The commercial success of our product candidates and our ability to
commercialize any approved product candidates successfully will depend in part on the extent to which governmental payor programs at the
federal and state levels, including Medicare and Medicaid, private health insurers, and other third-party payors provide coverage for
and establish adequate reimbursement levels for our products. Government authorities, private health insurers, and other organizations
generally decide which products and services they will pay for and establish reimbursement levels for healthcare. Medicare is a federally
funded program managed by CMS through local fiscal intermediaries and carriers that administer coverage and reimbursement for certain
healthcare items and services furnished to the elderly and disabled. Medicaid is an insurance program for certain categories of patients
whose income and assets fall below state defined levels and who are otherwise uninsured that is both federally and state funded and managed
by each state. In the United States, private health insurers and other third-party payors often provide reimbursement for products and
services based on the level at which the government provides reimbursement through the Medicare or Medicaid programs for such products
and services.

In the United States, the European Union, and other potentially significant
markets for our products, government authorities and third-party payors are increasingly attempting to limit or regulate the price of
medical products and services, particularly for new and innovative products and therapies, which often has resulted in average selling
prices lower than they would otherwise be. In the United States, it is also common for certain government and private health plans to
use coverage determinations to leverage rebates from labelers to reduce the plans’ net costs. These restrictions and limitations
influence the purchase of healthcare services and products and lower the realization of manufacturers’ sales of products. Third-party
payors are developing increasingly sophisticated methods of controlling healthcare costs. Third-party payors may limit coverage to specific
therapeutic products on an approved list, or formulary, which might not include all the FDA-approved products for a particular indication
or might impose high co-payment amounts to influence patient choice. Third-party payors also control costs by requiring prior authorization
or imposing other restrictions. Third-party payors are increasingly challenging the price and examining the medical necessity and cost-effectiveness
of medical products and services, in addition to their safety and efficacy.

Federal programs also impose price controls through mandatory ceiling
prices on purchases by federal agencies and federally funded hospitals and clinics. These restrictions and limitations influence the purchase
of healthcare services and products. Legislative proposals to reform healthcare or reduce costs under government programs may result in
lower reimbursement for our products or exclusion of our products.

Private payors often rely on the lead of the governmental payors in
rendering coverage and reimbursement determinations. Therefore, achieving favorable CMS coverage and reimbursement is usually a significant
gating issue for successful introduction of a new product.

Further, the increased emphasis on managed healthcare in the United
States and on country and regional pricing and reimbursement controls in the European Union will put additional pressure on product pricing,
reimbursement, and utilization, which may adversely affect our future product sales and results of operations. These pressures can arise
from rules and practices of managed care groups, competition from other products, judicial decisions and governmental laws and regulations
related to Medicare, Medicaid, and healthcare reform, and pricing in general. Patients who are prescribed treatments for their conditions
and providers performing the prescribed services generally rely on third-party payors to reimburse all or part of the associated healthcare
costs. Sales of our product candidates will therefore depend substantially, both domestically and abroad, on the extent to which the costs
of our products will be paid by health maintenance, managed care, and similar healthcare management organizations, or reimbursed by government
health administration authorities, such as Medicare and Medicaid, private health insurers, and other third-party payors.

23

Moreover, a payor’s decision to provide coverage for a product
does not imply that an adequate reimbursement rate will be approved or that significant price concessions will not be required to avoid
restrictive conditions. High health plan co-payment requirements may result in patients seeking alternative therapies. Adequate third-party
reimbursement may not be available to enable us to maintain price levels sufficient to realize an appropriate return on our investment.
Legislative proposals to reform healthcare or reduce costs under government insurance programs may result in lower reimbursement for our
products or exclusion of our products from coverage. The cost containment measures that healthcare payors and providers are instituting
and any healthcare reform could significantly reduce our revenue from the sale of any approved product candidates.

Healthcare Reform Measures

The United States and many foreign jurisdictions have enacted or proposed
legislative and regulatory changes affecting the healthcare system. The United States government, state legislatures and foreign governments
also have shown significant interest in implementing cost-containment programs to limit the growth of government-paid healthcare costs,
including price controls, restrictions on reimbursement and requirements for substitution of generic products for branded prescription
drugs.

The ACA substantially changed the way healthcare is financed by both
governmental and private insurers and significantly impacts the pharmaceutical industry. The ACA was intended to broaden access to health
insurance, reduce or constrain the growth of healthcare spending, enhance remedies against healthcare fraud and abuse, add new transparency
requirements for healthcare and health insurance industries, impose new taxes and fees on pharmaceutical and medical device manufacturers,
and impose additional health policy reforms.

The Budget Control Act of 2011, among other things, created the Joint
Select Committee on Deficit Reduction to recommend proposals in spending reductions to Congress. The Joint Select Committee did not achieve
its targeted deficit reduction of an amount greater than $1.2 trillion for the fiscal years 2012 through 2021, triggering the legislation’s
automatic reductions to several government programs. These reductions included aggregate reductions to Medicare payments to healthcare
providers of up to 2.0% per fiscal year. The Bipartisan Budget Act of 2018 retained the federal budget “sequestration” Medicare
payment reductions of 2% and extended it through 2031. Under the Consolidated Appropriations Acts of 2023 and 2024, the Medicare
sequester percentage in FY2032 is scheduled to be 2% from April 1, 2032, through September 30, 2032, and 0% for October 1, 2032 through
March 31, 2032 unless congressional action is taken. On January 2, 2013, the American Taxpayer Relief Act was signed into law, which,
among other things, reduced Medicare payments to several types of providers, including hospitals, imaging centers and cancer treatment
centers, and increased the statute of limitations period for the government to recover overpayments to providers from three to five years.

Further legislative and regulatory changes remain possible. It is unknown
what form any such changes or any law would take, and how or whether it may affect our business in the future. We expect that changes
or additions to the Medicare and Medicaid programs, and changes stemming from other healthcare reform measures, especially with regard
to healthcare access, financing or other legislation in individual states, could have a material adverse effect on the healthcare industry.

At the state level, legislatures may also increasingly pass legislation
and implement regulations designed to control product pricing, including price or patient reimbursement constraints, discounts, restrictions
on certain product access and marketing cost disclosure and transparency measures.

We expect that additional federal, state, and foreign healthcare reform
measures will be adopted in the future, any of which could limit the amounts that federal and state governments will pay for healthcare
products and services, which could result in limited coverage and reimbursement and reduced demand for our products, or additional pricing
pressures.

24

Environmental Matters

We are subject to various environmental, health and safety laws and
regulations, including those governing air emissions, water and wastewater discharges, noise emissions, the use, transport, management
and disposal of chemicals and hazardous materials and wastes, the import, export and registration of chemicals, and the cleanup of contaminated
sites. Based on information currently available to us, we do not expect environmental or health and safety costs and contingencies to
have a material adverse effect on us. The operation of our business and facilities, however, entails risks in these areas. Significant
expenditures could be required in the future to comply with environmental or health and safety laws, regulations, or requirements.

In Israel, where
we manufacture our ReWalk products at our facility, we do not utilize chemicals that require a toxic materials license. In the U.S., where
our contract manufacturer produces our AlterG products, we do not utilize chemicals which require a toxic materials license. Out Contract
manufacturer has a hazardous waste disposal license with the EPA ID# NHD500017052 and dispose of our expired and empty containers through
a process in accordance with the license supplier “Republic Services” with EPA ID# NHD500018452.

In the European marketplace, electrical and electronic equipment and
its packaging is required to comply with a number of regulatory regimes aimed at ensuring product safety and protecting the environment,
including the Directive on Waste Electrical and Electronic Equipment, which aims to prevent waste by encouraging reuse and recycling,
and the Directive on Restriction of Use of Certain Hazardous Substances, which restricts the use of ten hazardous substances in electrical
and electronic products. Our products and certain components of such products “placed on the market” in the E.U. (whether
or not manufactured in the E.U.) are subject to these and other legislative regimes. Additionally, we are required to comply with certain
laws, regulations, and directives, including the Toxic Substances Control Act in the United States and the REACH Regulation in the E.U.,
governing chemicals. These and similar laws and regulations require the testing, reporting, labelling, and registration of certain chemicals
we use and ship. We believe we comply in all material respects with applicable environmental and product conformity laws and regulations.

Manufacturing

Our ReWalk exoskeletons, ReStore exo-suits, and AlterG Anti-Gravity
systems include off-the-shelf and custom-made components produced to our specifications by various third parties for technical and cost-effectiveness.
During 2025, we terminated our contract manufacturing agreement with Sanmina Corporation for the manufacture of our ReWalk exoskeletons
and ReStore exo-suits. We transitioned the manufacturing of ReWalk exoskeletons to the Lifeward Ltd. facility. We contracted with Cirtronics
Corporation (“Cirtronics”), a well-established contract manufacturer with expertise in the medical device industry, for the
manufacture of the AlterG product at its facility in Milford, New Hampshire beginning January 2025. Each product line is manufactured
pursuant to the same applicable set of specifications. We place our manufacturing orders with Cirtronics and other suppliers pursuant
to purchase orders or by providing forecasts for future requirements. We may terminate our relationship with Cirtronics upon at least
one year’s notice prior to the expiration of the initial term or renewal term of the contract. We may terminate our relationship
with other suppliers at any time upon written notice. Either we or Cirtronics may terminate the relationship in the event of a material
breach, subject to a 45-day cure period in the case of Cirtronics. The agreement with Cirtronics contains a limitation on liability that
applies equally to us and Cirtronics.

We believe that the contract manufacturing relationships with Cirtronics
and in-house production at the Lifeward Ltd. allow us to operate our business efficiently by focusing our internal efforts on the development
and commercialization of our technology and products and provide us with substantial scale-up capacity.

We conduct regular on-site quality testing at Cirtronics’ facility
and obtain full quality inspection reports. We maintain a non-disclosure agreement with Cirtronics.

We develop certain of the software components internally and license
other software components that are generally available for commercial use as open-source software.

We manufacture products based upon internal sales forecasts. We deliver products to customers
and distributors based on purchase orders received, and our goal is to fulfill each customer’s order for products in regular production
within two weeks of receipt of the order.

25

Suppliers

We have contracted with Cirtronics for the sourcing of substantially
all components and raw materials for the manufacture of our AlterG products, although there are instances that we purchase raw materials
ourselves. We are sourcing all components and raw materials for the manufacture of our ReWalk exoskeleton device.

Components of our products and raw materials are sourced from suppliers
in the United States, Europe, China, Taiwan, and Israel, and we depend on certain of these components and raw materials, including certain
electronic parts, for the manufacture of our products. To date, we have not experienced significant volatility in the prices of these
components and raw materials. However, prices may fluctuate due to a number of factors, including purchase volumes, general economic conditions,
currency exchange rates, industry cycles, production levels, supply availability, tariffs, and trade policies.

We believe that Cirtronics’ facility, together with our manufacturing
and supply arrangements, are sufficient to support our anticipated capacity needs for the foreseeable future.

Human Capital

Employees

As of December 31, 2025, we had 81 employees (including full-time and
hourly employees), of whom 46 were located in the United States, 25 were located in Israel and 10 were located in Europe. The majority
of our employees are, and have been, engaged in sales and marketing activities. We do not employ a significant number of temporary or
part time employees.

We are subject to labor laws and regulations within our locations mainly
in the U.S., Germany, and Israel. These laws and regulations principally concern matters such as pensions, paid annual vacation, paid
sick days, length of the workday and work week, minimum wages, overtime pay, insurance for work-related accidents, severance pay and other
conditions of employment. Our employees are not represented by a labor union. We consider our relationship with our employees to be good.
To date, we have not experienced any work stoppages.

Compensation and Benefits

We provide our employees with competitive salaries and bonuses, opportunities
for equity ownership, and a robust employment package that promotes well-being across all aspects of our employees’ lives, including
health care, retirement planning, and paid time off. We also invest in the ongoing development of our employees through our internal training
programs.

Diversity and Inclusion

We value the diversity of our employees and take pride in our commitment
to diversity and inclusion across all levels of our organizational structure. We encourage a diversity of views and strive to create an
equal opportunity workplace, including working with managers to develop strategies for building diverse teams and promoting the advancement
of employees from diverse backgrounds.

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Financial Information about Geographic Areas and Significant Customer
Information

The following table sets forth the geographical breakdown of our revenue
for each of the years ended December 31, 2025, and 2024 (in thousands):

Year Ended December 31,

2025

2024

Revenue based on customer’s location:

United States

$

13,237

$

14,425

Europe

2,907

5,124

Germany

4,014

4,422

Asia-Pacific

460

825

Rest of the world

1,416

867

Total revenue

$

22,034

$

25,663

Additional
discussion of financial information by reportable segment and geographic area and sales in excess of 10% of total revenue to certain of
our customers is contained in Note 13 to our consolidated financial statements set forth in “Part II. Item 8. Financial Statements
and Supplementary Data” of this annual report.

2025
Recent Developments

•

In
March 2026, we received written notification from The Nasdaq Stock Market LLC confirming that we had regained compliance with the minimum
bid price requirement for continued listing on The Nasdaq Capital Market following the effectiveness of the reverse share split.

•

In
March 2026, we announced a collaboration with Shirley Ryan AbilityLab to expand evaluation and access opportunities for the ReWalk Personal
Exoskeleton for individuals with spinal cord injuries in the United States.

•

In
February 2026, we entered into a definitive agreement to acquire certain technology assets and related intellectual property from Skelable
Ltd. relating to a powered upper-extremity orthotic device under development. The consideration for the transaction consists primarily
of our equity, payable upon the achievement of specified milestones.

•

In
February 2026, we effected a 1-for-12 reverse share split of our ordinary shares, which began trading on a split-adjusted basis on February
24, 2026. The reverse share split was implemented to regain compliance with the minimum bid price requirement of The Nasdaq Capital Market.

•

In
January 2026, we announced that we had entered into a strategic investment and collaboration agreement with Oramed, pursuant to which
the parties intend to collaborate on the development and commercialization of certain technologies and products. The transaction contemplates
a strategic investment by Oramed in the Company and the transfer of certain intellectual property and technology rights, including rights
related to Oramed’s POD™ oral drug delivery platform, subject to the satisfaction of closing conditions and other customary
terms.

•

In
December 2025, we entered into an international distribution agreement with Verita Neuro pursuant to which Verita Neuro will serve as
the exclusive distributor of the ReWalk Personal Exoskeleton in certain international markets, initially including Mexico, Thailand, and
the United Arab Emirates.

•

In
December 2025, we announced expanded reimbursement coverage for the ReWalk 7 Personal Exoskeleton following prior authorization approval
under a Humana Medicare Advantage plan in the United States, which may expand patient access to the device.

•

In
November 2025, we announced that Aetna had issued a positive coverage decision for the ReWalk Personal Exoskeleton for eligible individuals
with spinal cord injuries, which may expand patient access to the device in the United States.

•

In
November 2025, we secured a $3.0 million bridge loan from Oramed Ltd. as part of a broader strategic transaction, to support ongoing operations
and strategic initiatives.

•

In
September 2025, we received CE Mark approval for the ReWalk 7 Personal Exoskeleton, enabling commercial sales in Europe, which currently
represents approximately 40% of our exoskeleton sales.

•

In
June 2025, we completed a public offering generating gross proceeds of approximately $2.6 million to support continuing commercial efforts,
working capital, and general corporate purposes.

•

In
the second quarter of 2025, we successfully transitioned to in-house manufacturing of the ReWalk Personal Exoskeleton, concluding our
agreement with Sanmina and enabling cost savings, improved quality control, and greater production flexibility.

•

In
March 2025, we announced an agreement with CorLife, to become the exclusive distributor for the ReWalk Personal Exoskeleton for individuals
with workers' compensation claims.

•

In
March 2025, we launched ReWalk 7, the newest generation of our personal exoskeleton, in the U.S. market following FDA clearance.

•

In
February 2025, we announced an agreement with BARMER, Germany’s second largest statutory health insurance company, to streamline
access to ReWalk Personal Exoskeletons for eligible beneficiaries, adding approximately 8.5 million covered lives in Germany.

•

In
January 2025, we completed a registered direct offering for gross proceeds of approximately $5.0 million to fund continuing commercial
efforts, working capital, and general corporate purposes.

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