Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On January 13, 2022, the board of directors (the "Board") of NanoVibronix, Inc.
(the "Company") appointed Aurora Cassirer and Maria Schroeder to the Board to
serve as independent directors, effective as of January 13, 2022, to fill
vacancies as a result of the increase in size of the Board from six to eight
persons. Ms. Cassirer and Ms. Schroeder will each serve for a term expiring at
the 2022 annual meeting of the Company's stockholders or until either of Ms.
Cassirer or Ms. Schroeder's successors are duly appointed and qualified, or
either of Ms. Cassirer or Ms. Schroeder's earlier death, resignation or removal.
The Board has appointed Ms. Cassirer to serve on each of the Compensation and
Nominating and Governance Committees of the Board, and Ms. Schroeder to serve on
the Audit Committee of the Board. For their service on the Board, Ms. Cassirer
and Ms. Schroeder will receive compensation consistent with market practices of
similarly situated companies that is consistent with the Company's non-employee
director compensation policy as may be then in effect.
There are no arrangements or understandings between either of Ms. Cassirer or
Ms. Schroeder and any other persons pursuant to which Ms. Cassirer or Ms.
Schroeder were selected to serve as directors of the Company. In addition, there
are no transactions between the Company and either of Ms. Cassirer or Ms.
Schroeder or each of their immediate family members requiring disclosure under
Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as
amended.
Item 8.01 Other Events.
On January 13, 2022, the Company issued a press release announcing Ms. Cassirer
and Ms. Schroeder's appointments to the Board. A copy of the press release is
attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
by reference herein.
Exhibit Number Description
99.1 Press release, dated January 13, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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