0001213900-24-020424 | 20-F | XBRL Viewer

Leases (Details) $ in Thousands	12 Months Ended
Leases (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Leases [Abstract]
Bank guarantees	$ 209
Weighted average remaining lease term	3 years 3 months 14 days
Weighted average discount rate	8.45%
Operating lease expense	$ 1,170

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating expenses:
Research and development, net	$ 16,148	$ 27,990	$ 30,553
Marketing and business development	1,196	2,888	2,983
General and administrative	5,523	8,010	9,609
Operating loss	22,867	38,888	43,145
Financial (income) expense, net	929	540	(544)
Loss before income tax	23,796	39,428	42,601
Income tax expense	69	129
Net loss	$ 23,865	$ 39,557	$ 42,601
Basic (in Dollars per share)	$ 16.99	$ 61.09	$ 68.27
Diluted (in Dollars per share)	$ 16.93	$ 61.09	$ 68.27
Basic (in Shares)	1,404,368	647,556	624,051
Diluted (in Shares)	1,421,308	647,556	624,051

Line of Credit Arrangement

12 Months Ended

Dec. 31, 2023

Line of Credit Arrangement [Abstract]

LINE OF CREDIT ARRANGEMENT

NOTE 7:-

LINE OF CREDIT ARRANGEMENT

On April 5, 2022, the Company entered into a secured line of credit agreement for up to $15,000 (the “Credit Line”) with Kreos Capital VI (Expert Fund) LP (“Kreos”). The Credit Line is comprised of three tranches in the amount of $10,000, $2,500 and $2,500, respectively, in which the first tranche and in the amount of $10,000 (the “First Tranche”) and the second tranche in the amount of $2,500 (the “Second Tranche) were drawn on April 26, 2022 and July 19, 2022, respectively. In addition, in accordance with the Credit Line agreement, the Company will issue to Kreos warrants to purchase the Company’s Ordinary shares equal to 8% of the amount of each tranche, when and if borrowed, with an exercise price of $154.05 per share. The expiration date for each warrant issued will be seven years from the agreement date. Accordingly, as a result of the First Tranche and Second Tranche withdrawal, the Company issued to Kreos a warrant in the total amount of $1,000. The total number of shares issuable upon exercise is equal to the total amount divided by the exercise price.

On each drawdown date, the Company shall pay to Kreos on the drawdown date the last period payment for such drawdown. For the First Tranche and Second Tranche, the amount the Company paid was $317 and $85, respectively.

The third and final tranche of $2,500 will never be drawn since the third tranche milestone has not been met.

The Company has concluded that the Credit Line includes several legally detachable and separately exercisable freestanding financial instruments: The First Tranche term loan, the warrants, and the right to receive additional loan tranches (the “FCA”).

The Company has concluded that the warrants should be classified as equity since the warrants are not an ASC 480 liability, are indexed to the Company’s own Ordinary share and meet all the equity classification conditions pursuant to ASC 815-40. The Company has also concluded that the FCA is not indexed to the Company’s own Ordinary share and should be measured at fair value, with changes in fair value recognized in earnings. In addition, the First Tranche and the Second Tranche term loan were accounted for using the effective interest method.

The Company allocated the proceeds received to the FCA at fair value. The remaining proceeds were allocated between the warrants and the First Tranche term loan using the relative fair value method. The proceeds allocation resulted in $9,532 allocated to the First Tranche and $468 allocated to the warrants, net of issuance costs. The proceeds allocated to the FCA were immaterial.

The Company allocated the proceeds received under the Credit Line between the warrants and the Second Tranche term loan using the relative fair value method. The proceeds allocation resulted in $2,380 allocated to the Second Tranche and $120 allocated to the warrants.

On March 29, 2023, the Company entered into an amendment to the Credit Line (the “Amendment”).

Pursuant to the Amendment, 70% of the remaining principal and interest repayments will be delayed and repaid on a monthly equal basis from August 2024 to May 2026. The amended secured credit line now bears an interest at the rate of 10%. In addition, the Company paid to

Kreos a restructuring fee consisting of 1% on the closing date of the Amendment and will pay an incremental 3% at the maturity of the Amendment. In return for this additional deferral of repayment, Kreos has the right to receive a potential claw-back payment on account of the then outstanding principal amount (the “Claw-Back”). This Claw-Back mechanism will be triggered by additional incoming funds from future collaboration and partnership agreements or additional funding. If triggered, the minimum Claw-Back to be paid will be $1,500, but will not exceed $3,000. During the first quarter of 2024 the Company repaid $1,500 due to the Claw-Back.

The Company evaluated the amendment under ASC 470-50, “Debt - modification and extinguishment”, and concluded that the terms of the new debt and the original debt are not substantially different, therefore the debt restructuring is accounted as debt modification where no gain or loss was recognized.

The Credit Line is denominated in U.S. dollars and bears interest at an annual rate equal to 9.25% until the Amendment and 10% from the Amendment. The interest paid due to the Credit Line for the years ended December 31, 2023 and 2022 amounted to $1,038 and $734, respectively.

During the years ended December 31, 2023 and 2022, the Company recognized $1,685 and $1,023 of interest expenses related to the Credit Line, respectively, which were included as part of financial expenses in the Company’s statements of operations.

In addition, the Company’s debt includes the Claw-Back feature, which meets the definition of embedded derivative under ASC 815. Consequently, the embedded derivative was bifurcated and accounted for separately at fair value. The fair value of the derivative amounted to $127 and $60 as of March 29, 2023 and December 31, 2023, respectively. Changes in the fair value of the derivative liabilities are determined at each period end. The liability due to the derivative was classified under other long-term liabilities in the consolidated balance sheet as of December 31, 2023.

Further to the above, the outstanding warrants issued to Kreos were repriced and as a result bear an exercise price of $12.60 per share. As a result of the modification, the Company recorded an incremental value in the amount of $31, that was calculated based on the Black-Scholes option pricing model, which increased the additional paid-in capital against an offset of the long-term debt due to the Credit Line.

The Company incurred debt restructuring costs, which were fully paid in cash, and are presented as a direct deduction against the carrying amount of the debt and amortized to interest expense using the effective interest method.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Basic and Diluted Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2023

Basic and Diluted Net Loss Per Share [Abstract]

Schedule of Basic and Diluted Loss Per Ordinary Share

The computation of loss per share is as follows:

	Year Ended December 31,
	2023		2022		2021

Basic loss per share:
Net loss	$	23,865	$	39,557	$	42,601

Shares used in computation:
Weighted-average shares of Ordinary shares outstanding		1,404,368		647,556		624,051

Basic loss per share	$	16.99	$	61.09	$	68.27

Diluted loss per share:
Net loss	$	24,066	$	39,557	$	42,601

Shares used in computation:
Weighted-average shares of Ordinary shares outstanding		1,421,308		647,556		624,051

Diluted loss per share	$	16.93	$	61.09	$	68.27

Schedule of Diluted Net Loss Per Share Attributable to Ordinary Shareholders

The potential ordinary shares that were excluded from the computation of diluted net loss per share attributable to ordinary shareholders for the periods presented because including them would have been anti-dilutive are as follows:

	December 31,
	2023		2022		2021
	Number of Ordinary shares

Ordinary share options		71,456		82,914		66,525
Warrants		7,088		13,775		7,284

		78,544		96,689		73,809

Subsequent Events (Details) - Subsequent Event [Member] $ / shares in Units, $ in Thousands	Jan. 04, 2024 USD ($) $ / shares shares
Subsequent Event [Line Items]
Investors purchased shares \| shares	3,143,693
Purchase price of per share \| $ / shares	$ 4.81
Pre-funded warrants \| shares	227,619
Exercise price of per share \| $ / shares	$ 0.0001
Gross proceeds \| $	$ 16,216
Warrant [Member]
Subsequent Event [Line Items]
Exercise price of per share \| $ / shares	$ 5.5
warrants purchase \| shares	3,371,312
Warrants expire, term	2 years
Additional gross proceeds \| $	$ 18,542

Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Taxes [Line Items]
State corporate tax rate		0.30%
Carried forward amount (in Dollars)	$ 174,490
Statutory tax rate	23.00%
Income tax expense (in Dollars)	$ 69	$ 129
Israel [Member]
Income Taxes [Line Items]
State corporate tax rate	23.00%	23.00%	23.00%
UNITED STATES
Income Taxes [Line Items]
Federal tax	21.00%
Minimum [Member] \| UNITED STATES
Income Taxes [Line Items]
State corporate tax rate	6.50%	6.50%	6.50%
Maximum [Member] \| UNITED STATES
Income Taxes [Line Items]
State corporate tax rate	11.50%	11.50%	11.50%

Shareholders’ Equity (Deficit) (Details) - Schedule of Share Options at the Grant Dates	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Shareholders’ Equity (Deficit) (Details) - Schedule of Share Options at the Grant Dates [Line Items]
Dividend yield (%)	0.00%	0.00%	0.00%
Minimum [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Share Options at the Grant Dates [Line Items]
Expected volatility (%)	92.59%	70.45%	72.97%
Risk-free interest rate (%)	3.38%	1.81%	0.62%
Expected term (in years)	5 years 8 months 12 days	1 year 2 months 12 days	5 years
Maximum [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Share Options at the Grant Dates [Line Items]
Expected volatility (%)	95.67%	92.67%	78.69%
Risk-free interest rate (%)	4.71%	4.30%	1.32%
Expected term (in years)	6 years 1 month 6 days	6 years	6 years

Financial (Income) Expenses, Net (Details) - Schedule of Financial (Income) Expenses, Net - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Financial expenses:
Financial expenses from loan	$ 1,618	$ 1,023
Other financial expenses	93	316	26
Total financial expenses	1,711	1,339	26
Financial income:
Foreign currency transaction gains, net	(33)	(532)	(44)
Interest from bank deposits	(548)	(267)	(468)
Remeasurement of warrants	(201)
Other financial income			(58)
Total financial income	(782)	(799)	(570)
Total financial (income) expense, net	$ 929	$ 540	$ (544)

Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property and Equipment, Net [Line Items]
Depreciation expenses	$ 1,822	$ 1,721	$ 1,118

Basic and Diluted Net Loss Per Share (Details) - Schedule of Diluted Net Loss Per Share Attributable to Ordinary Shareholders - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	78,544	96,689	73,809
Ordinary share options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	71,456	82,914	66,525
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	7,088	13,775	7,284

Shareholders’ Equity (Deficit) (Details) - Schedule of Relative Fair Value of the Warrants to Purchase Ordinary Shares Issued - Warrant [Member] - $ / shares	3 Months Ended
	Jul. 19, 2022	Apr. 26, 2022	Mar. 29, 2023
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price ($) (in Dollars per share)	$ 153.6	$ 148.8	$ 12.6
Exercise price ($) (in Dollars per share)	$ 154.05	$ 154.05
Expected volatility (%)	60.57%	60.81%
Adjustment to risk-free interest rate (%)	3.07%	2.84%
Dividend yield (%)
Risk-free interest rate (%)	3.11%	2.88%
Expected life (in years)	6 years 8 months 19 days	6 years 11 months 8 days

Commitments and Contingent Liabilities

12 Months Ended

Dec. 31, 2023

Commitments and Contingent Liabilities [Abstract]

COMMITMENTS AND CONTINGENT LIABILITIES

NOTE 8:-

COMMITMENTS AND CONTINGENT LIABILITIES

In connection with its research and development programs, through December 31, 2023, the Company received participation payments from the IIA in the aggregate amount of $4,888. In return for the IIA’s participation, the Company is committed to pay royalties at a rate of 3% of sales of the developed products, up to 100% of the amount of grants received plus interest at SOFR rate. Through December 31, 2023, no royalties have been paid or accrued.

Commitments and Contingent Liabilities (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Commitments and Contingent Liabilities [Abstract]
Aggregate amount (in Dollars)	$ 4,888
Percentage of sales	3.00%
Percentage of grants received	100.00%

Insider Trading Arrangements	12 Months Ended
Insider Trading Arrangements	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

General

12 Months Ended

Dec. 31, 2023

General [Abstract]

GENERAL

NOTE 1:-

GENERAL

PolyPid Ltd. (the “Company”) was incorporated under the laws of Israel and commenced operations on February 28, 2008. The Company is a Phase 3 biopharmaceutical company focused on developing targeted, locally administered, and prolonged-release therapeutics using its proprietary PLEX (Polymer-Lipid Encapsulation matriX) technology. The Company’s product candidates are designed to address unmet medical needs by delivering active pharmaceutical ingredients, or APIs, locally at predetermined release rates and durations over extended periods ranging from days to several months. The Company is initially focused on the development of its lead product candidate, D-PLEX₁₀₀, which incorporates an antibiotic for the prevention of surgical site infection in bone and soft tissue. Through December 31, 2023, the Company has been primarily engaged in research and development.

The Company’s wholly owned subsidiaries include a subsidiary in the United States of America (the “US Subsidiary”) and a subsidiary in Romania. The US Subsidiary’s operation focuses on marketing and business development of the Company’s operation in the United States of America.

On June 30, 2020, the Company closed its initial public offering (“IPO”) whereby 143,750 Ordinary shares were sold by the Company to the public (inclusive of 18,750 Ordinary shares pursuant to the full exercise of an overallotment option granted to the underwriters). The aggregate net proceeds received by the Company from the offering were $62,757, net of underwriting discounts and other offering costs.

On September 18, 2023, the Company’s board of directors approved 1-for-30 reverse share split. No fractional shares were issued, and no cash or other consideration was paid as a result of the reverse share split. Instead, the Company issued one additional whole share of the post-reverse share split Ordinary share to any shareholder who otherwise would have received a fractional share as a result of the reverse share split. The amount of authorized Ordinary shares was not affected. All issued and outstanding share and per share amounts included in the accompanying consolidated financial statements have been adjusted to reflect this reverse share split for all periods presented.

The Company’s activities since inception have consisted of performing research and development activities. Successful completion of the Company’s development programs and, ultimately, the attainment of profitable operations is dependent on future events, including, among other things, its ability to secure financing; obtain marketing approval from regulatory authorities; access potential markets; build a sustainable customer base; attract, retain and motivate qualified personnel; and develop strategic alliances. The Company’s operations are funded by its shareholders and research and development grants and the Company intends to seek further private or public financing as well as make applications for further research and development grants for continuing its operations.

Although management believes that the Company will be able to successfully fund its operations, there can be no assurance that the Company will be able to do so or that the Company will ever operate profitably.

In September 2022, the Company announced top-line results from the Surgical site Hospital acquired Infection prEvention with Local D-PLEX₁₀₀ (“SHIELD”) I Phase 3 trial. SHIELD I did not achieve its primary endpoint of reduction in Surgical Site Infections (“SSIs”), re-interventions due to SSIs and mortality: in the Intent to Treat (“ITT”) population, the local administration of D-PLEX₁₀₀ and standard of care (“SoC”), (n=485) resulted in a decrease in the primary endpoint of 23 percent compared to SoC alone (n=489) (p=0.1520).

That said, in a pre-specified subgroup ITT analysis requested by the United States (“U.S.”) Food and Drug Administration (“FDA”) of a total of 423 subjects with large incisions (>20 centimeters), the local administration of D-PLEX₁₀₀resulted in a significant reduction of 54 percent in the primary endpoint, compared to SoC alone (p=0.0032). Within the first 30 days post-surgery, SSIs decreased from 9.7% in the SoC treatment arm (n=211), as compared to 4.4% in the D-PLEX₁₀₀ treatment arm (n=212).

In November 2022, the Company provided the FDA with available data from the SHIELD I study as part of a Type D meeting request. Following positive Type D meeting communication with the FDA, which took place in January 2023, on the SHIELD I Phase 3 data, the Company now has a clear regulatory pathway towards a potential new drug application (“NDA”) submission. Based on the data, particularly the 54% reduction observed in the primary endpoint in complex surgeries in a pre-specified subgroup analysis of patients with large open incisions (p=0.0032, n=423) compared to SoC, the FDA acknowledged that the SHIELD I results may provide supportive evidence on this population and recommended that the Company conduct an additional study to support a potential NDA submission. The FDA stated that the ongoing SHIELD II study could potentially serve as such a study. The FDA also recognized that D-PLEX₁₀₀’s proposed indication is for the prevention of infection and has the potential for wide use.

The Company resumed recruitment into the SHIELD II trial in June 2023.

The Company expects to continue to incur substantial losses over the next several years during its clinical development phase. To fully execute its business plan, the Company will need to complete phase 3 clinical studies and certain development activities as well as manufacture the required clinical and commercial production batches in the pilot manufacturing plant. Further, the Company’s product candidates will require regulatory approval prior to commercialization and the Company will need to establish sales, marketing and logistic infrastructures. These activities may span many years and require substantial expenditures to complete and may ultimately be unsuccessful. Any delays in completing these activities could adversely impact the Company.

As of December 31, 2023, the Company had cash and cash equivalents in the total amount of $5,309. During the year ended December 31, 2023, the Company incurred a net loss of $23,865 and had negative cash flows from operating activities of $17,236. In addition, the Company had an accumulated deficit of $238,309 at December 31, 2023.

The Company’s future operations are highly dependent on a combination of factors, including (i) completion of all required clinical studies; (ii) the success of its research and development activities; (iii) manufacture of all required clinical and commercial production batches; (iv) marketing approval by the relevant regulatory authorities; and (v) market acceptance of the Company’s product candidates. There can be no assurance that the Company will succeed in achieving the clinical, scientific and commercial milestones as detailed above.

Based on the abovementioned, as of the approval date of these consolidated financial statements, the Company has not raised the necessary funding in order to continue its activity for a period of at least one year after the date of the filing of this annual report on Form 20-F. Therefore, these factors raise a substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments to the carrying amounts and classifications of assets and liabilities that might result should the Company be unable to continue as a going concern.

Shareholders’ Equity (Deficit) (Details) - Schedule of Share-Based Compensation Expense Recognized - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Shareholders’ Equity (Deficit) (Details) - Schedule of Share-Based Compensation Expense Recognized [Line Items]
Total share-based compensation expense	$ 3,391	$ 4,307	$ 4,750
Research and development [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Share-Based Compensation Expense Recognized [Line Items]
Total share-based compensation expense	1,791	2,081	2,203
Marketing and business development [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Share-Based Compensation Expense Recognized [Line Items]
Total share-based compensation expense	339	383	317
General and administrative [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Share-Based Compensation Expense Recognized [Line Items]
Total share-based compensation expense	$ 1,261	$ 1,843	$ 2,230

Significant Accounting Policies (Details) $ in Thousands, € in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)	Dec. 31, 2023 EUR (€)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2023 EUR (€)
Significant Accounting Policies (Details) [Line Items]
Lessee, Operating Lease, Renewal Term	12 months				12 months
Research and development expenses	$ 83		$ 738	$ 542
Received total amount	7,290
Royalty bearing grants amount	4,888
Non-royalty bearing grants amount	1,675
Out of received amount	97
Non-royalty bearing grants amount	727
Fair value	$ 0		12
Tax benefit, percentage	50.00%				50.00%
Agreement term	10 years	10 years
Non-refundable amount	$ 2,548	€ 2.5
Additional development-related milestones payments (in Euro) \| €		23.0
Additional amount of commercial sale milestones (in Euro) \| €		€ 87.0
Transaction price	$ 2,548				€ 2.5
Monthly deposits percentage rate	8.33%				8.33%
Severance pay expense	$ 401		537	547
Matching in contributions amounts	14		30
ASC 815 [Member]
Significant Accounting Policies (Details) [Line Items]
Financial expense (income)	$ 75		$ 273	$ (58)

Significant Accounting Policies

12 Months Ended

Dec. 31, 2023

Significant Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2:-

SIGNIFICANT ACCOUNTING POLICIES

The consolidated financial statements are prepared according to United States generally accepted accounting principles (“U.S. GAAP”).

Use of estimates:

The Company’s management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

Consolidated financial statements in U.S. dollars:

The accompanying consolidated financial statements have been prepared in United States of America dollars (“$” or “U.S. dollars”).

A substantial portion of the Company’s expenses are incurred in New Israeli Shekels (“NIS”). However, the Company finances its operations mainly in U.S. dollars, a substantial portion of its expenses are incurred in U.S. dollars and potential revenues from its primary markets are anticipated to be generated in U.S. dollars. As such, the Company’s management believes that the U.S. dollar is the currency of the primary economic environment in which the Company and its subsidiaries operate. Thus, the functional and reporting currency of the Company is the U.S. dollar.

Transactions and balances denominated in U.S. dollars are presented at their original amounts. Monetary accounts maintained in currencies other than the dollar are re-measured into U.S. dollars in accordance with Accounting Standards Codification (“ASC”) No. 830, “Foreign Currency Matters”. All transaction gains and losses of the re-measurement of monetary balance sheet items are reflected in the statements of operations as financial income or expenses, as appropriate.

Principles of consolidation:

The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances have been eliminated upon consolidation.

Cash equivalents:

Cash equivalents are short-term, highly liquid investments that are readily convertible into cash with an original maturity of three months or less, at the date acquired.

Restricted deposits:

Restricted cash is primarily invested in a bank deposit and is used as security for the Company’s lease commitments and for its forward and options transactions activities (see Note 2p).

Segment reporting:

The Company identifies operating segments in accordance with ASC No. 280, “Segment Reporting”, as components of an entity for which discrete financial information is available and is regularly reviewed by the chief operating decision maker, or decision-making group, in making decisions regarding resource allocation and evaluating financial performance. The Company’s chief operating decision maker is its chief executive officer. The Company determined it operates in one operating segment.

Short-term deposits:

A short-term bank deposit is a deposit with a maturity of more than three months, but less than one year. Short-term deposits are presented at cost, which approximates market value due to their short maturities.

Property and equipment, net:

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets at the following rates:

		%
Computers and software		33
Laboratory equipment		10 – 15
Furniture and office equipment		15
Leasehold improvements		Over the shorter of the term of the lease or its useful life

Leases:

The Company adopted ASC No. 842, “Leases”, which requires the recognition of lease assets and lease liabilities by lessees for leases classified as operating leases. The Company determines if an arrangement is a lease at inception. The Company’s assessment is based on: (1) whether the contract includes an identified asset, (2) whether the Company obtains substantially all of the economic benefits from the use of the asset throughout the period of use, and (3) whether the Company has the right to direct how and for what purpose the identified asset is used throughout the period of use.

Leases are classified as either finance leases or operating leases. A lease is classified as a finance lease if any one of the following criteria are met: the lease transfers ownership of the asset by the end of the lease term, the lease contains an option to purchase the asset that is reasonably certain to be exercised, the lease term is for a major part of the remaining useful life of the asset, the present value of the lease payments equals or exceeds substantially all of the fair value of the asset, or the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of lease term. A lease is classified as an operating lease if it does not meet any one of these criteria. Since all of the Company’s lease contracts do not meet any of the criteria above, the Company concluded that all of its lease contracts should be classified as operating leases.

Right-of-use (“ROU”) assets and liabilities are recognized on the commencement date based on the present value of remaining lease payments over the lease term. For this purpose, the Company considers only payments that are fixed and determinable at the time of commencement. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on information available on the commencement date in determining the present value of lease payments. All ROU assets are reviewed for impairment. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options.

The Company also elected the practical expedient to not separate lease and non-lease components for its leases. The Company elected to not recognize a lease liability and a ROU asset for lease with a term of twelve months or less.

Impairment of long-lived assets:

The Company’s long-lived assets are reviewed for impairment in accordance with ASC No. 360, “Property, Plant and Equipment”, whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset (assets group) to the future undiscounted cash flows expected to be generated by the asset. If such asset (assets group) is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair value.

As of December 31, 2023 and 2022, no impairment losses have been identified.

Research and development, net expenses:

Research and development expenses consist of personnel costs (including salaries, benefits and share-based compensation), materials, consulting fees and payments to subcontractors, chemical, manufacturing and control activities, costs associated with obtaining regulatory approvals, executing pre-clinical and clinical studies and maintenance and prosecution of the Company’s intellectual property rights. In addition, research and development expenses include overhead allocations consisting of various administrative and facilities related costs. The Company charges research and development expenses as expenses when incurred and are presented net of government grants (see Note 2l).

Grants and participations:

Royalty-bearing grants from the Israeli Innovation Authority (“IIA”) of the Ministry of Economy and Industry in Israel for funding of approved research and development projects are recognized at the time the Company is entitled to such grants, on the basis of the costs incurred, and are presented as a deduction from research and development expenses. Non-royalty-bearing grants from the IIA MAGNET program and from European Commission’s Seventh Framework Programme for Research (“FP7”) for funding approved research and development projects are recognized at the time the Company is entitled to such grants, on the basis of the costs incurred, and are presented as a deduction from research and development expenses.

Since the payment of royalties is not probable when the grants are received, the Company does not record a liability for amounts received from IIA until the related revenues are recognized. In the event of failure of a project that was partly financed by IIA, the Company will not be obligated to pay any royalties or repay the amounts received.

The Company recognizes participations in research and development, as a reduction from research and development expenses in the amount of $83, $738 and $542 for the years ended December 31, 2023, 2022, and 2021, respectively.

From inception up until December 31, 2023, the Company received a total of $7,290 in grants, out of which royalty-bearing grants in the amount of $4,888 from the IIA, non-royalty bearing grants in the amount of $1,675 from the IIA (out of which $97 were received during the year ended December 31, 2023) and non-royalty bearing grants in the amount of $727 from the FP7.

Accounting for share-based compensation:

Share-based compensation expense related to share-based awards is recognized based on the fair value of the awards granted and recognized as an expense on a straight-line basis over the requisite service period for share options. The fair value of each option award is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of highly subjective assumptions, including the expected term of the award, the expected volatility of the price of the Company’s Ordinary shares, risk-free interest rates, and the expected dividend yield of Ordinary shares. The assumptions used to determine the fair value of the share awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. Forfeitures are accounted for as they occur instead of estimating the number of awards expected to be forfeited.

Basic and diluted net loss per share:

The Company’s basic net loss per share is calculated by dividing the net loss attributable to Ordinary shareholders by the weighted-average number of shares of Ordinary shares outstanding for the period, without consideration of potentially dilutive securities. The diluted net loss per share is calculated by giving effect to all potentially dilutive securities outstanding for the period using the treasury share method or the if-converted method based on the nature of such securities. Diluted net loss per share is the same as basic net loss per share in periods when the effects of potentially dilutive shares of Ordinary shares are anti-dilutive.

Fair value of financial instruments:

The Company applies ASC No. 820, “Fair Value Measurements and Disclosures” (“ASC 820”), pursuant to which fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company.

Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

Fair value is an exit price, representing the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability.

A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value:

	Level 1 -	Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets and liabilities.
	Level 2 -	Include other inputs that are directly or indirectly observable in the marketplace.
	Level 3 -	Unobservable inputs which are supported by little or no market activity

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The carrying amounts of cash and cash equivalents, restricted cash, short-term deposits, long-term deposits, prepaid expenses and other current assets, trade payables, accrued expenses and other current and non-current liabilities approximate their fair value due to the short-term maturity of such instruments.

The fair value measurement of the FCA (as defined in Note 7) is measured using unobservable inputs that require a high level of judgment to determine fair value, and thus is classified as a Level 3 financial instrument. The Company estimates the fair value of the abovementioned instrument using the Monte-Carlo simulation and the Black-Scholes option pricing model.

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instruments. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates.

Derivative financial instruments:

The Company accounts for derivatives based on ASC 815. ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. The Company enters into option and forward contracts in order to limit the exposure to exchange rate fluctuation associated with expenses mainly incurred in NIS. Since the derivative instruments that the Company holds were not designated as hedging instruments under ASC 815, any gain or loss derived from such instruments is recognized immediately as “financial (income) expense, net”.

The Company measured the fair value of the contracts in accordance with ASC 820. Foreign currency derivative contracts are classified within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments. As of December 31, 2023 and 2022, the fair value of the options and forward contracts was $0 and $12, respectively, which were presented as prepaid expenses and other current assets. Financial expense (income) for the years ended December 31, 2023, 2022 and 2021, amounted to $75, $273 and ($58), respectively.

Income taxes:

The Company accounts for income taxes in accordance with ASC No. 740, “Income Taxes” (“ASC 740”). ASC 740 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce deferred tax assets to their estimated realizable value, if needed.

ASC 740 contains a two-step approach to recognizing and measuring a liability for uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement.

As of December 31, 2023 and 2022, the Company’s uncertain tax position liability was immaterial. The Company’s policy is to accrue interest and penalties related to unrecognized tax benefits in its taxes on income.

Revenue Recognition:

The Company recognizes revenue from contracts with customers under ASC No. 606, “Revenue from Contracts with Customers”. Accordingly, the Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services.

To determine revenue recognition for contracts with customers, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies its performance obligations.

At contract inception, the Company assesses the goods or services agreed upon within each contract and assesses whether each good or service is distinct to determine the performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.

On August 2, 2022, the Company entered into a license, distribution and supply agreement (the “Agreement”) with Mercury Pharma Group Limited, under the trade name Advanz Pharma Holdings (the “Customer”), with respect to the Company’s product, the D-PLEX₁₀₀ (the “Product”), for the prevention of (i) post abdominal surgery incisional infection; and/or (ii) post cardiac surgery sternal infection.

The term of the Agreement is until the later of December 31, 2035, or 10 years after the first commercial sale of the Product. The Agreement can also be terminated by either party under certain limited circumstances. Pursuant to the Agreement, the Customer was granted an exclusive license to market, commercialize, and distribute the Product in the European Economic Area and in the United Kingdom. Under the Agreement, the Company will carry out all activities required to obtain marketing authorization in each territory, approving the commercial sale of the Product in that territory. Once marketing authorization will be granted in a territory, the Customer will be required to achieve minimum sales requirements for that territory.

Under the terms of the Agreement, the Company received a non-refundable, one-time payment of €2.5 million (approximately $2,548). The Company is also entitled to receive additional development-related milestones payments for a total of up to €23 million. In addition, the Company will be entitled to receive up to additional €87 million upon achievement of certain commercial sale milestones.

The Company has concluded that the Agreement includes a single performance obligation. The Company has concluded that the license and development are not distinct from the manufacturing since the Customer could not use, consume, or sell the license and development services on their own or with resources readily available to the Customer because of the Company’s specialized knowledge and the associated manufacturing know-how and because currently, and in the foreseeable future, there are no other parties that could manufacture the Product. As such, the transaction price was fully allocated to the single performance obligation. Since it is not probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the milestone payments is resolved, the Company estimated the transaction price at €2.5 million (approximately $2,548).

As of December 31, 2023, the Company has yet to satisfy its performance obligation under the Agreement and, therefore, no revenues were recognized. Accordingly, the upfront payment amount was classified as a long-term deferred revenue in the Company’s consolidated balance sheet as of December 31, 2023.

Concentration of credit risks:

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and short-term deposits.

Cash, cash equivalents, restricted cash and short-term deposits are deposited in major banks in Israel and in the United States of America. Such investments may be in excess of insured limits or not insured. Generally, cash and cash equivalents may be redeemed upon demand and, therefore, bear minimal risk.

The Company utilizes option and forward contracts to protect against the risk of overall changes in exchange rates. The derivative instruments hedge a portion of the Company’s non-dollar currency exposure. Counterparties to the Company’s derivative instruments are all major financial institutions.

Severance pay:

All the Company’s employees who are Israeli citizens have subscribed to Section 14 of Israel’s Severance Pay Law, 5723-1963 (“Section 14”). Pursuant to Section 14, employees covered by this section are entitled to monthly deposits at a rate of 8.33% of their monthly salary, made on their behalf by the Company. Payments in accordance with Section 14 release the Company from any future severance liabilities in respect of those employees. Neither severance pay liability nor severance pay fund under Section 14 for such employees is recorded on the Company’s consolidated balance sheets. Severance pay expense for the years ended December 31, 2023, 2022 and 2021, amounted to $401, $537 and $547, respectively.

The US Subsidiary has a Safe Harbor 401(k) plan covering all the US Subsidiary employees. All eligible employees may elect to contribute up to 100% of their payroll compensation (minus mandatory payroll deductions) to the plan, for 2023, up to a maximum of $23 per year (for employees over 50 years of age the maximum contribution was $30 per year), as determined by the U.S. Internal Revenue Service (“IRS”). The US Subsidiary matches at 100%, on each payroll, up to 5% of the employee compensation to the plan within the IRS limits (which was set at $330 in 2023 for purposes of the plan). During the year ended December 31, 2023, the Company recorded expenses for matching contributions in the amount of $14 (for one employee), as compared to $30 in 2022 (for three employees).

Contingent liabilities:

The Company accounts for its contingent liabilities in accordance with ASC No. 450, “Contingencies”. A provision is recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

With respect to legal matters, provisions are reviewed and adjusted to reflect the impact of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. The Company is occasionally a party to routine claims or litigation incidental to its business. The Company does not believe that it is a party to any pending legal proceeding that is likely to have a material adverse effect on its business, financial condition or results of operations. The Company recorded an accrual in the consolidated statement of operations, which it deems appropriate.

As of December 31, 2023 and 2022, no liability due to legal matters has been accrued.

Recently Adopted accounting pronouncements: an

As an “Emerging Growth Company”, the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election.

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company beginning January 1, 2023, and interim periods thereafter. The Company adopted ASU 2016-13 on January 1, 2023. The adoption of the standard did not result in a material impact to the Company’s consolidated financial statements.

Recently issued accounting pronouncements, not yet adopted:

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280 on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2025, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

Property and Equipment, Net

12 Months Ended

Dec. 31, 2023

Property and Equipment, Net [Abstract]

PROPERTY AND EQUIPMENT, NET

NOTE 4:-

PROPERTY AND EQUIPMENT, NET

	December 31,
	2023			2022

Cost:
Computers and software	$	620		$	613
Laboratory equipment		8,122			7,933
Furniture and office equipment		173			173
Leasehold improvements		6,503			6,503

		15,418			15,222
Accumulated depreciation		(7,797	)		(5,975	)

Depreciated cost	$	7,621		$	9,247

Depreciation expenses amounted to $1,822, $1,721 and $1,118 for the years ended December 31, 2023, 2022 and 2021, respectively.

The majority of the Company’s property and equipment is located in Israel.

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2023

Property and Equipment, Net [Abstract]

Schedule of Property and Equipment, Net

	December 31,
	2023			2022

Cost:
Computers and software	$	620		$	613
Laboratory equipment		8,122			7,933
Furniture and office equipment		173			173
Leasehold improvements		6,503			6,503

		15,418			15,222
Accumulated depreciation		(7,797	)		(5,975	)

Depreciated cost	$	7,621		$	9,247

General (Details) - USD ($) $ in Thousands	12 Months Ended
General (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
General [Line Items]
Net of underwriting discounts and other offering costs	$ 468
Reverse stock split, description	the Company’s board of directors approved 1-for-30 reverse share split
Description administration	the Company announced top-line results from the Surgical site Hospital acquired Infection prEvention with Local D-PLEX100 (“SHIELD”) I Phase 3 trial. SHIELD I did not achieve its primary endpoint of reduction in Surgical Site Infections (“SSIs”), re-interventions due to SSIs and mortality: in the Intent to Treat (“ITT”) population, the local administration of D-PLEX100 and standard of care (“SoC”), (n=485) resulted in a decrease in the primary endpoint of 23 percent compared to SoC alone (n=489) (p=0.1520).That said, in a pre-specified subgroup ITT analysis requested by the United States (“U.S.”) Food and Drug Administration (“FDA”) of a total of 423 subjects with large incisions (>20 centimeters), the local administration of D-PLEX100 resulted in a significant reduction of 54 percent in the primary endpoint, compared to SoC alone (p=0.0032). Within the first 30 days post-surgery, SSIs decreased from 9.7% in the SoC treatment arm (n=211), as compared to 4.4% in the D-PLEX100 treatment arm (n=212).In November 2022, the Company provided the FDA with available data from the SHIELD I study as part of a Type D meeting request. Following positive Type D meeting communication with the FDA, which took place in January 2023, on the SHIELD I Phase 3 data, the Company now has a clear regulatory pathway towards a potential new drug application (“NDA”) submission. Based on the data, particularly the 54% reduction observed in the primary endpoint in complex surgeries in a pre-specified subgroup analysis of patients with large open incisions (p=0.0032, n=423) compared to SoC, the FDA acknowledged that the SHIELD I results may provide supportive evidence on this population and recommended that the Company conduct an additional study to support a potential NDA submission. The FDA stated that the ongoing SHIELD II study could potentially serve as such a study. The FDA also recognized that D-PLEX100’s proposed indication is for the prevention of infection and has the potential for wide use.
Cash	$ 5,309	$ 8,552	$ 9,819
Net loss	(23,865)	(39,557)	(42,601)
Cash flows from operating activities	(17,236)	(34,317)	$ (32,386)
Accumulated deficit	$ (238,309)	$ (214,444)
IPO [Member]
General [Line Items]
Exercise of an overallotment option (in Shares)	143,750
Net of underwriting discounts and other offering costs	$ 62,757
Overallotment option [Member]
General [Line Items]
Exercise of an overallotment option (in Shares)	18,750

Line of Credit Arrangement (Details) - USD ($) $ / shares in Units, $ in Thousands			12 Months Ended
	Jul. 19, 2022	Apr. 26, 2022	Dec. 31, 2023	Dec. 31, 2022	Mar. 29, 2023	Apr. 05, 2022
Line of Credit Arrangement [Line Items]
Line of credit agreement						$ 15,000
Warrants, percentage			8.00%
Warrants total amount			$ 1,000
Allocated to the warrants			$ 468
Description of loan second tranche			The proceeds allocation resulted in $2,380 allocated to the Second Tranche and $120 allocated to the warrants.
Percentage of remaining principal			70.00%
Percentage of bears interest			10.00%
Percentage of restructuring fee			1.00%
Percentage of incremental pay			3.00%
Repaid amount			$ 1,500
Percentage of credit line denominated			9.25%
Bears interest an annual rate			10.00%
Interest paid			$ 1,038	$ 734
Interest expenses			1,685	$ 1,023
fair value of the derivative			60		$ 127
Additional paid in capital			31
Minimum [Member]
Line of Credit Arrangement [Line Items]
Additional incoming funds			1,500
Maximum [Member]
Line of Credit Arrangement [Line Items]
Additional incoming funds			$ 3,000
Ordinary Shares [Member]
Line of Credit Arrangement [Line Items]
Exercise price of per share (in Dollars per share)			$ 154.05
First tranche [Member]
Line of Credit Arrangement [Line Items]
Tranche amount		$ 10,000	$ 10,000
Period payment			317
Allocated to the warrants			9,532
Second Tranche [Member]
Line of Credit Arrangement [Line Items]
Tranche amount	$ 2,500		2,500
Period payment			85
Third tranches [Member]
Line of Credit Arrangement [Line Items]
Tranche amount			2,500
Third tranche not withdrawn			$ 2,500
Kreos [Member]
Line of Credit Arrangement [Line Items]
Exercise price of per share (in Dollars per share)			$ 12.6

Shareholders’ Equity (Deficit)

12 Months Ended

Dec. 31, 2023

Shareholders’ Equity (Deficit) [Abstract]

SHAREHOLDERS’ EQUITY (DEFICIT)

NOTE 10:-

SHAREHOLDERS’ EQUITY (DEFICIT)

Reverse Share Split:

On September 18, 2023, the Company’s board of directors approved a 1-for-30 reverse share split (See Note 1.b). Following the reverse share split, all Ordinary shares, options, warrants, exercise prices and per share data have been adjusted retroactively for all periods presented in these consolidated financial statements.

Ordinary share capital (with no par value each) following the Reverse Share Split is composed as follows:

December 31, 2023

December 31, 2022

Authorized

Issued and outstanding

Authorized

Issued and outstanding

Number of shares

Ordinary shares

107,800,000

1,653,559

47,800,000

669,605

Controlled Equity Offering Sales Agreement (the “Sales Agreement”):

In July 2021, the Company entered into a Sales Agreement with Cantor Fitzgerald & Co. (the “Agent”), pursuant to which the Company may offer and sell, from time to time, its Ordinary shares, through the Agent in an at the market offering (“ATM’”), as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, for an aggregate offering price of up to $45,000, which was subsequently reduced to $8,707 on May 19, 2023.

During the year ended December 31, 2023, the Company sold 75,693 Ordinary Shares under the ATM for a total amount of $2,328, net of issuance cost in the amount of $92.

During the year ended December 31, 2022, the Company sold 35,505 Ordinary shares under the ATM for a total amount of $4,423, net of issuance cost in the amount of $222.

On March 29, 2023, the Company entered into a private placement of unregistered pre-funded warrants to purchase up to 345,238 Ordinary shares (the “PFW”), at a price of $12.60 per PFW with certain of the Company’s existing shareholders. The PFWs have an exercise price of $0.003 per Ordinary share. Accordingly, the consideration for the PFWs amounted to $3,987, net of related placement fees and other offering expenses which amounted to a total of $362. In accordance with ASC No. 480, “Distinguishing Liabilities from Equity” (“ASC 480”), and ASC No. 815-40, “Derivatives and Hedging” (“ASC 815”), the PFWs were qualified for equity accounting.

On March 31, 2023, the Company closed a public offering which was comprised of 561,967 Ordinary shares (inclusive of 73,300 Ordinary shares pursuant to the full exercise of an overallotment option granted to the underwriters), at a public offering price of $12.60 per share (the “Public Offering”). The proceeds to the Company from the Public Offering were $6,415, net of underwriting commissions and other offering expenses which amounted to $665.

Following the Public Offering, the Company did not have a sufficient number of authorized Ordinary shares to cover 167,115 PFWs, and as a result, in accordance with ASC 815-40, these PFWs, which amounted to $2,106, were classified as a liability at fair value.

On May 5, 2023, the shareholders of the Company approved to increase the Company’s authorized share capital by 60,000,000, from 47,800,000 to 107,800,000 Ordinary shares, and as a result, in accordance with ASC 480 and 815-40, these PFWs were classified under equity accounting at their fair value, which amounted to $1,905. The change in the PFWs’ fair value was accounted for as financial expenses in the amount of $201.

On May 11, 2023, all of the PFWs were exercised into 345,151 Ordinary shares on a cashless basis.

Ordinary shares rights:

The Ordinary shares confer upon their holders the right to participate in the general meetings of the Company, to vote at such meetings (each share represents one vote), and to participate in any distribution of dividends or any other distribution of the Company’s property, including the distribution of surplus assets upon liquidation.

Share option plan:

The Company has authorized through its 2012 Share Option Plan, the grant of options to officers, directors, advisors, management and other key employees of up to 312,403 Ordinary shares. The options granted generally have a four-year vesting period and expire ten years after the date of grant. Options granted under the Company’s option plan that are canceled or forfeited before expiration become available for future grant.

On August 7, 2023, the Company’s board of directors approved to increase the Company’s options pool by an additional 156,667 options from 155,736 to 312,403.

As of December 31, 2023, 52,390 of the Company’s options were available for future grants.

During the first quarter of 2023, the Company decreased the exercise price of 67,385 options granted to all employees and a consultant under the 2012 Share Option Plan. As of the modification date, the options can be exercised for $23.07 (the “Repricing”). Following the Repricing, the Company accounted for an incremental value in the total amount of $562, of which $307 was recognized as of the modification date due to vested options, and the rest of the amount will be expensed based on the vesting conditions of each grant.

On May 5, 2023, the Company’s board of directors also approved a similar exercise price decrease of 17,417 options previously granted to the Company’s Chief Executive Officer and board members. Therefore, the Company accounted for an incremental value in the total amount of $63, of which $50 was recognized as of the modification date due to vested options, and the rest of the amount will be expensed based on the vesting conditions of each grant.

A summary of the status of options to employees under the Company’s option plan as of December 31, 2023, and changes during the relevant period ended on that date is presented below:

	Number of options			Weighted average exercise price		Aggregate intrinsic value		Weighted average remaining contractual life (years)

Outstanding at beginning of year		110,110		$	178.99	$	115		6.14
Granted		159,087			15.06
Exercised		(1,143	)		6.97	$	12
Forfeited and expired		(30,398	)		100.82

Outstanding at end of year		237,656		$	21.30	$	-		8.29

Exercisable options		59,426		$	47.25	$	-		4.34

Vested and expected to vest		237,656		$	21.30	$	-		8.29

The weighted average grant date fair value of options granted during the year ended December 31, 2023, was $7.66.

The Black-Scholes assumptions used to value the employee share options at the grant dates are presented in the following table by years:

	2023	2022	2021

Dividend yield (%)	0	0	0
Expected volatility (%)	92.59–95.67	70.45–92.67	72.97–78.69
Risk-free interest rate (%)	3.38–4.71	1.81–4.30	0.62–1.32
Expected term (in years)	5.7-6.1	1.2-6	5-6

These assumptions and estimates were determined as follows:

Fair Value of Ordinary Shares - The fair value of each Ordinary share was based on the closing price of the Company’s publicly traded Ordinary shares as reported on the date of the grant.

	o	Dividend Yield - The Company has never declared or paid any cash dividends and does not presently plan to pay cash dividends in the foreseeable future. As a result, an expected dividend yield of zero percent was used.

	o	Expected Volatility - As the Company has a short trading history for its Ordinary shares, the expected volatility is derived from the average historical share volatilities of several unrelated public companies within the Company’s industry that the Company considers to be comparable to its own business over a period equivalent to the option’s expected term.

	o	Risk-Free Interest Rate - The risk-free rate for the expected term of the options is based on the Black-Scholes option pricing model on the yields of United States of America Treasury securities with maturities appropriate for the expected term of employee share option awards.

	o	Expected term - The expected term represents the period that options are expected to be outstanding. For option grants that are considered to be “plain vanilla,” the Company determines the expected term using the simplified method. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the options.

The total share-based compensation expense recognized by the Company’s departments for the three years ended December 31, 2023, 2022 and 2021, was comprised as follows:

	Year Ended December 31,
	2023		2022		2021

Research and development	$	1,791	$	2,081	$	2,203
Marketing and business development		339		383		317
General and administrative		1,261		1,843		2,230

Total share-based compensation expense	$	3,391	$	4,307	$	4,750

As of December 31, 2023, there were unrecognized compensation costs of $4,235, which are expected to be recognized over a weighted average period of approximately 2.27 years.

Options issued to non-employees (including directors and consultants):

Outstanding options granted to non-employees as of December 31, 2023, were as follows:

Grant date	Options outstanding as of December 31, 2023		Average Exercise price per share ($)		Options exercisable as of December 31, 2023		Exercisable through

April 2016		199	$	93.00		199	April 2026
December 2016		239		117.90		239	December 2026
June 2017		478		123.00		478	June 2027
November 2017		597		23.07		597	November 2027
August 2019		2,389		23.07		2,389	August 2029
June 2020		2,150		85.19		2,150	June 2030
April 2021		1,794		23.07		1,794	April 2031
August 2021		500		23.07		374	August 2031
December 2021		333		204.00		222	December 2031
May 2022		1,872		23.07		1,872	May 2032
November 2022		167		31.05		83	November 2032
February 2023		534		24.36		-	February 2033
May 2023		5,529	$	18.13		1,633	May 2033

		16,781				12,030

No options were exercised by non-employees during the year ended December 31, 2023.

Warrants:

Further to the discussion in Note 7, as of April 26, 2022 and July 19, 2022, the Company measured the fair value of the warrants to purchase Ordinary shares (a Level 3 valuation) using the Black-Scholes option pricing model.

As of April 26, 2022 and July 19, 2022, the relative fair value of the warrants to purchase Ordinary shares issued to Kreos was $468 and $120, respectively, which was calculated using the following assumptions:

	July 19,		April 26,
	2022		2022

Share price ($)		153.60		148.80
Exercise price ($)		154.05		154.05
Expected volatility (%)		60.57		60.81
Adjustment to risk-free interest rate (%)		3.07		2.84
Dividend yield (%)		-		-
Risk-free interest rate (%)		3.11		2.88
Expected life (in years)		6.72		6.94

During the year ended December 31, 2021, 19,334 D-2 warrants were exercised into 3,866 Ordinary shares on a cashless basis. In addition, 2,283 D-2 warrants were exercised into 2,283 Ordinary shares for a total consideration of $632. As of December 31, 2023 and 2022, no D-2 warrants were outstanding.

As of December 31, 2023, all warrants are exercisable into Ordinary shares, in which the outstanding issued warrants to purchase Ordinary shares as of December 31, 2023, were as follows:

Grant date	Warrants outstanding as of December 31, 2023		Average Exercise price per share ($)		Warrants exercisable as of December 31, 2023		Exercisable through

September 2020		597	$	480.00		597	September 2024
April 2022		5,193	$	*) 12.60		5,193	April 2029
July 2022		1,298	$	*) 12.60		1,298	April 2029

		7,088				7,088

*) Following the modification mentioned in Note 7.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Subparagraph (g)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
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-Subparagraph (i)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Accrued Expenses and Other Current Liabilities (Details) - Schedule of Accrued Expenses and Other Current Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of Accrued Expenses And Other Current Liabilities [Abstract]
Accrued expenses	$ 995	$ 1,246
Employees and payroll accruals	958	1,167
Other liabilities	18	16
Total	$ 1,971	$ 2,429

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Auditor [Table]
Auditor Name	KOST FORER GABBAY & KASIERER
Auditor Firm ID	1281
Auditor Location	Haifa, Israel

Financial (Income) Expenses, Net

12 Months Ended

Dec. 31, 2023

Financial (Income) Expenses, Net [Abstract]

FINANCIAL (INCOME) EXPENSES, NET

NOTE 11:-

FINANCIAL (INCOME) EXPENSES, NET

	Year Ended December 31,
	2022			2022			2021

Financial expenses:
Financial expenses from loan	$	1,618		$	1,023		$	-
Other financial expenses		93			316			26

Total financial expenses		1,711			1,339			26

Financial income:
Foreign currency transaction gains, net		(33	)		(532	)		(44	)
Interest from bank deposits		(548	)		(267	)		(468	)
Remeasurement of warrants		(201	)		-			-
Other financial income		-			-			(58	)

Total financial income		(782	)		(799	)		(570	)

Total financial (income) expense, net	$	929		$	540		$	(544	)

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2023

Prepaid Expenses and Other Current Assets [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

	December 31,
	2023		2022

Prepaid expenses	$	352	$	552
Government authorities		96		239
Other current assets		10		298

	$	458	$	1,089

Consolidated Statements of Changes in Shareholders’ Equity (Deficit) - USD ($)
$ in Thousands

Number of Ordinary Shares

Additional paid-in capital

Accumulated deficit

Total

Balance at Dec. 31, 2020

$ 205,063

$ (132,286)

$ 72,777

Balance (in Shares) at Dec. 31, 2020

^[1]

624,365

Share-based compensation

4,750

Exercise of warrants

632

Exercise of warrants (in Shares)

^[1]

6,149

Exercise of options

402

Exercise of options (in Shares)

^[1]

2,579

Net loss

(42,601)

Balance at Dec. 31, 2021

210,847

(174,887)

35,960

Balance (in Shares) at Dec. 31, 2021

^[1]

633,093

Share-based compensation

4,307

Issuance of Ordinary shares, net

^[2]

4,423

Issuance of Ordinary shares, net (in Shares)

^[1],[2]

35,505

Issuance of warrants

588

Exercise of options

108

Exercise of options (in Shares)

^[1]

1,007

Net loss

(39,557)

Balance at Dec. 31, 2022

220,273

(214,444)

5,829

Balance (in Shares) at Dec. 31, 2022

^[1]

669,605

Share-based compensation

3,391

Issuance of Ordinary shares, net

^[3]

8,723

Issuance of Ordinary shares, net (in Shares)

^[1],[3]

637,660

Issuance of pre-funded warrants, net

^[4]

3,987

Modification of warrants

Reclassification of pre-funded warrants to Liabilities

(2,106)

Reclassification of pre-funded warrants to Equity

1,905

Cashless exercise of pre-funded warrants (in Shares)

^[1]

345,151

Exercise of options

Exercise of options (in Shares)

^[1]

1,143

Net loss

(23,865)

Balance at Dec. 31, 2023

$ 236,213

$ (238,309)

$ (2,096)

Balance (in Shares) at Dec. 31, 2023

^[1]

1,653,559

[1]	Prior period results have been retroactively adjusted to reflect the 1-for-30 reverse share split affected on September 18, 2023 (see Note 1b).
[2]	Net of issuance costs of $222.
[3]	Net of issuance costs of $757.
[4]	Net of issuance costs of $362.

Consolidated Balance Sheets (Parentheticals) - $ / shares

Dec. 31, 2023

Dec. 31, 2022

Statement of Financial Position [Abstract]

Ordinary shares, par value (in Dollars per share)

^[1]

Ordinary shares, authorized

107,800,000

47,800,000

Ordinary shares, issued

1,653,559

669,605

Ordinary shares, outstanding

1,653,559

669,605

[1]	Prior period results have been retroactively adjusted to reflect the 1-for-30 reverse share split affected on September 18, 2023 (see Note 1b).

Significant Accounting Policies (Details) - Schedule of Property and Equipment Useful Life	12 Months Ended
	Dec. 31, 2023
Schedule of Property and Equipment Useful Life [Line Items]
Estimated useful lives, description	Over the shorter of the term of the lease or its useful life
Computers and Software [Member]
Schedule of Property and Equipment Useful Life [Line Items]
Estimated useful lives	33.00%
Laboratory equipment [Member] \| Minimum [Member]
Schedule of Property and Equipment Useful Life [Line Items]
Estimated useful lives	10.00%
Laboratory equipment [Member] \| Maximum [Member]
Schedule of Property and Equipment Useful Life [Line Items]
Estimated useful lives	15.00%
Furniture and office equipment [Member]
Schedule of Property and Equipment Useful Life [Line Items]
Estimated useful lives	15.00%

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net Income (Loss)	$ (23,865)	$ (39,557)	$ (42,601)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 32: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 34: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
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-URI https://asc.fasb.org//1943274/2147483499/205-20-50-7

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-Section 45
-Paragraph 28
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Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A

Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
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-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B

Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2023

Prepaid Expenses and Other Current Assets [Abstract]

PREPAID EXPENSES AND OTHER CURRENT ASSETS

NOTE 3:-

PREPAID EXPENSES AND OTHER CURRENT ASSETS

	December 31,
	2023		2022

Prepaid expenses	$	352	$	552
Government authorities		96		239
Other current assets		10		298

	$	458	$	1,089

Basic and Diluted Net Loss Per Share

12 Months Ended

Dec. 31, 2023

Basic and Diluted Net Loss Per Share [Abstract]

BASIC AND DILUTED NET LOSS PER SHARE

NOTE 12:-

BASIC AND DILUTED NET LOSS PER SHARE

Basic loss per share is computed using the weighted-average number of outstanding Ordinary shares during the period. Diluted loss per share is computed using the weighted-average number of outstanding Ordinary share and, when dilutive, potential Ordinary shares outstanding during the period.

The computation of loss per share is as follows:

	Year Ended December 31,
	2023		2022		2021

Basic loss per share:
Net loss	$	23,865	$	39,557	$	42,601

Shares used in computation:
Weighted-average shares of Ordinary shares outstanding		1,404,368		647,556		624,051

Basic loss per share	$	16.99	$	61.09	$	68.27

Diluted loss per share:
Net loss	$	24,066	$	39,557	$	42,601

Shares used in computation:
Weighted-average shares of Ordinary shares outstanding		1,421,308		647,556		624,051

Diluted loss per share	$	16.93	$	61.09	$	68.27

	December 31,
	2023		2022		2021
	Number of Ordinary shares

Ordinary share options		71,456		82,914		66,525
Warrants		7,088		13,775		7,284

		78,544		96,689		73,809

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2023

Significant Accounting Policies [Abstract]

Schedule of Property and Equipment Useful Life

		%
Computers and software		33
Laboratory equipment		10 – 15
Furniture and office equipment		15
Leasehold improvements		Over the shorter of the term of the lease or its useful life

Income Taxes (Details) - Schedule of Loss Before Taxes - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Loss Before Taxes [Abstract]
Domestic (Israel)	$ 23,348	$ 38,274	$ 41,197
Foreign	448	1,154	1,404
Total	$ 23,796	$ 39,428	$ 42,601

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Taxes [Abstract]

INCOME TAXES

NOTE 9:-

INCOME TAXES

Corporate tax rates:

The corporate tax rate in Israel in 2023, 2022 and 2021 was 23%.

The United States of America federal rate was 21% and the state corporate income tax rates range from 6.5% to 11.5%, for the years ended December 31, 2023, 2022 and 2021. The Company didn’t account for any federal, state and foreign income tax expenses for the years ended December 31, 2023, 2022 and 2021. The Company is subject to United States of America income tax laws. There are no provisions for United States of America federal, state or other taxes for any period.

Loss before taxes is comprised as follows:

	Year Ended December 31,
	2023		2022		2021

Domestic (Israel)	$	23,348	$	38,274	$	41,197
Foreign		448		1,154		1,404

	$	23,796	$	39,428	$	42,601

Net operating losses carryforward:

The Company has accumulated losses for tax purposes as of December 31, 2023, in the amount of approximately $174,490 which may be carried forward and offset against taxable income in the future for an indefinite period.

Tax assessment:

The Company has net operating losses from prior tax periods which may be subjected to examination in future periods. As of December 31, 2023, the Company’s tax years until December 31, 2018, are subject to the statute of limitation in Israel.

The US Subsidiary has yet to receive final tax assessments since its incorporation.

Deferred taxes:

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred tax assets are comprised of operating loss carryforwards and other temporary differences. Significant components of the Company’s deferred tax assets are as follows:

	December 31,
	2023			2022
Deferred tax assets:
Carryforward losses	$	40,133		$	34,984
Research and development expenses		4,044			5,376
Operating lease liabilities		292			490
Reserves and allowances		207			157

Deferred tax assets before valuation allowance		44,676			41,007
Valuation allowance		(44,338	)		(40,448	)

Total deferred tax assets		338			559

Deferred tax liabilities:
Operating lease ROU assets		(338	)		(559	)

Total deferred tax liabilities		(338	)		(559	)

Net deferred tax assets, net	$	-		$	-

Management currently believes that since the Company has a history of losses, and there is uncertainty with respect to future taxable income of the Company, it is more likely than not that the deferred tax assets will not be utilized in the foreseeable future. Thus, a full valuation allowance was provided to reduce deferred tax assets to their realizable value.

For both 2023 and 2022, the main reconciling items of the Company’s statutory tax rate of 23% and the effective tax rate of (0.3)% were tax carryforward losses and other temporary differences, such as research and development expenses, for which a full valuation allowance was provided.

Income taxes are comprised of current tax expenses, all foreign, which amounted to $69 and $129 for the years ended December 31, 2023 and 2022, respectively.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Basic and Diluted Net Loss Per Share (Details) - Schedule of Basic and Diluted Loss Per Ordinary Share - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Basic loss per share:
Net loss	$ 23,865	$ 39,557	$ 42,601
Shares used in computation:
Weighted-average shares of Ordinary shares outstanding	1,404,368	647,556	624,051
Basic loss per share	$ 16.99	$ 61.09	$ 68.27
Diluted loss per share:
Net loss	$ 24,066	$ 39,557	$ 42,601
Shares used in computation:
Weighted-average shares of Ordinary shares outstanding	1,421,308	647,556	624,051
Diluted loss per share	$ 16.93	$ 61.09	$ 68.27

Prepaid Expenses and Other Current Assets (Details) - Schedule of Prepaid Expenses and Other Current Assets - Prepaid Expenses and Other Current Assets [Member] - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Prepaid Expenses and Other Current Assets [Line Items]
Prepaid expenses	$ 352	$ 552
Government authorities	96	239
Other current assets	10	298
Prepaid expenses and other current assets, total	$ 458	$ 1,089

Shareholders’ Equity (Deficit) (Details) - Schedule of Warrants Exercisable Into Ordinary Shares

12 Months Ended

Dec. 31, 2023

$ / shares

Class of Warrant or Right [Line Items]

Warrants outstanding

7,088

Warrants exercisable

7,088

September 2020 [Member]

Class of Warrant or Right [Line Items]

Warrants outstanding

597

Average Exercise price per share (in Dollars per share) | $ / shares

$ 480

Warrants exercisable

597

Exercisable through

September 2024

April 2022 [Member]

Class of Warrant or Right [Line Items]

Warrants outstanding

5,193

Average Exercise price per share (in Dollars per share) | $ / shares

^[1]

Warrants exercisable

5,193

Exercisable through

April 2029

July 2022 [Member]

Class of Warrant or Right [Line Items]

Warrants outstanding

1,298

Average Exercise price per share (in Dollars per share) | $ / shares

^[1]

Warrants exercisable

1,298

Exercisable through

April 2029

[1]	Following the modification mentioned in Note 7.

Accounting Policies, by Policy (Policies)

12 Months Ended

Dec. 31, 2023

Significant Accounting Policies [Abstract]

Use of estimates

Use of estimates:

Consolidated financial statements in U.S. dollars

Consolidated financial statements in U.S. dollars:

The accompanying consolidated financial statements have been prepared in United States of America dollars (“$” or “U.S. dollars”).

Principles of consolidation

Principles of consolidation:

The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances have been eliminated upon consolidation.

Cash equivalents

Cash equivalents:

Cash equivalents are short-term, highly liquid investments that are readily convertible into cash with an original maturity of three months or less, at the date acquired.

Restricted deposits

Restricted deposits:

Restricted cash is primarily invested in a bank deposit and is used as security for the Company’s lease commitments and for its forward and options transactions activities (see Note 2p).

Segment reporting

Segment reporting:

Short-term deposits

Short-term deposits:

Property and equipment, net

Property and equipment, net:

		%
Computers and software		33
Laboratory equipment		10 – 15
Furniture and office equipment		15
Leasehold improvements		Over the shorter of the term of the lease or its useful life

Leases

Leases:

Impairment of long-lived assets

Impairment of long-lived assets:

As of December 31, 2023 and 2022, no impairment losses have been identified.

Research and development, net expenses

Research and development, net expenses:

Grants and participations

Grants and participations:

Accounting for share-based compensation

Accounting for share-based compensation:

Basic and diluted net loss per share

Basic and diluted net loss per share:

Fair value of financial instruments

Fair value of financial instruments:

A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value:

	Level 1 -	Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets and liabilities.
	Level 2 -	Include other inputs that are directly or indirectly observable in the marketplace.
	Level 3 -	Unobservable inputs which are supported by little or no market activity

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Derivative financial instruments

Derivative financial instruments:

Income taxes

Income taxes:

Revenue Recognition

Revenue Recognition:

Concentration of credit risks

Concentration of credit risks:

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and short-term deposits.

Severance pay

Severance pay:

Contingent liabilities

Contingent liabilities:

As of December 31, 2023 and 2022, no liability due to legal matters has been accrued.

Recently adopted accounting pronouncements

Recently Adopted accounting pronouncements: an

Recently issued accounting pronouncements, not yet adopted

Recently issued accounting pronouncements, not yet adopted:

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
CURRENT ASSETS:
Cash and cash equivalents	$ 5,309	$ 8,552
Restricted deposits	300	511
Short-term deposits		4,042
Prepaid expenses and other current assets	458	1,089
Total current assets	6,067	14,194
LONG-TERM ASSETS:
Property and equipment, net	7,621	9,247
Operating lease right-of-use assets	1,597	2,431
Other long-term assets	87	99
Total long-term assets	9,305	11,777
Total assets	15,372	25,971
CURRENT LIABILITIES:
Current maturities of long-term debt	4,003	4,024
Accrued expenses and other current liabilities	1,971	2,429
Trade payables	772	1,141
Current maturities of operating lease liabilities	540	959
Total current liabilities	7,286	8,553
LONG-TERM LIABILITIES:
Long-term debt	6,379	7,574
Deferred revenues	2,548	2,548
Long-term operating lease liabilities	857	1,173
Other liabilities	398	294
Total long-term liabilities	10,182	11,589
COMMITMENTS AND CONTINGENT LIABILITIES
SHAREHOLDERS’ EQUITY (DEFICIT):
Ordinary shares, no par value *) - Authorized: 107,800,000 and 47,800,000 shares at December 31, 2023 and 2022, respectively; Issued and outstanding: 1,653,559 and 669,605 shares at December 31, 2023 and 2022, respectively
Additional paid-in capital	236,213	220,273
Accumulated deficit	(238,309)	(214,444)
Total shareholders’ equity (deficit)	(2,096)	5,829
Total liabilities and shareholders’ equity (deficit)	$ 15,372	$ 25,971

Cover	12 Months Ended
Cover	Dec. 31, 2023 shares
Document Information [Line Items]
Document Type	20-F
Document Registration Statement	false
Document Annual Report	true
Document Transition Report	false
Document Financial Statement Error Correction [Flag]	false
Document Shell Company Report	false
Entity Interactive Data Current	Yes
Document Accounting Standard	U.S. GAAP
ICFR Auditor Attestation Flag	false
Amendment Flag	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Entity Information [Line Items]
Entity Registrant Name	POLYPID LTD.
Entity Central Index Key	0001611842
Entity File Number	001-38428
Entity Incorporation, State or Country Code	L3
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	18 Hasivim Street
Entity Address, City or Town	Petach Tikva
Entity Address, Country	IL
Entity Address, Postal Zip Code	495376
Entity Listings [Line Items]
Title of 12(b) Security	Ordinary Shares, no par value
Trading Symbol	PYPD
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding	1,653,559
Business Contact [Member]
Entity Contact Personnel [Line Items]
Contact Personnel Name	Dikla Czaczkes Akselbrad
Entity Address, Address Line One	372 Franklin Ave.
Entity Address, Address Line Two	P.O. Box 558
Entity Address, City or Town	Nutley
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07110
Entity Phone Fax Numbers [Line Items]
City Area Code	(908)
Local Phone Number	858-5995

Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 15,418	$ 15,222
Accumulated depreciation	(7,797)	(5,975)
Depreciated cost	7,621	9,247
Computers and software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	620	613
Laboratory equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	8,122	7,933
Furniture and office equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	173	173
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 6,503	$ 6,503

Accrued Expenses and Other Current Liabilities

12 Months Ended

Dec. 31, 2023

Accrued Expenses and Other Current Liabilities [Abstract]

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

NOTE 6:-

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

	December 31,
	2023		2022

Accrued expenses	$	995	$	1,246
Employees and payroll accruals		958		1,167
Other liabilities		18		16

	$	1,971	$	2,429

Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	16,781
Options exercisable	12,030
April 2016 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	199
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 93
Options exercisable	199
Exercisable through	April 2026
December 2016 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	239
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 117.9
Options exercisable	239
Exercisable through	December 2026
June 2017 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	478
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 123
Options exercisable	478
Exercisable through	June 2027
November 2017 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	597
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 23.07
Options exercisable	597
Exercisable through	November 2027
August 2019 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	2,389
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 23.07
Options exercisable	2,389
Exercisable through	August 2029
June 2020 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	2,150
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 85.19
Options exercisable	2,150
Exercisable through	June 2030
April 2021 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	1,794
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 23.07
Options exercisable	1,794
Exercisable through	April 2031
August 2021 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	500
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 23.07
Options exercisable	374
Exercisable through	August 2031
December 2021 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	333
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 204
Options exercisable	222
Exercisable through	December 2031
May 2022 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	1,872
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 23.07
Options exercisable	1,872
Exercisable through	May 2032
November 2022 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	167
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 31.05
Options exercisable	83
Exercisable through	November 2032
February 2023 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	534
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 24.36
Options exercisable
Exercisable through	February 2033
May 2023 [Member]
Shareholders’ Equity (Deficit) (Details) - Schedule of Outstanding Options Granted [Line Items]
Options outstanding	5,529
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 18.13
Options exercisable	1,633
Exercisable through	May 2033

Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2023

Accrued Expenses and Other Current Liabilities [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities

	December 31,
	2023		2022

Accrued expenses	$	995	$	1,246
Employees and payroll accruals		958		1,167
Other liabilities		18		16

	$	1,971	$	2,429

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities:
Net loss	$ (23,865)	$ (39,557)	$ (42,601)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment	1,822	1,721	1,118
Remeasurement of warrants	(201)
Non-cash financial expenses, net	1,727	289
Share-based compensation expenses	3,391	4,307	4,750
Changes in assets and liabilities:
Prepaid expenses and other assets	641	1,185	83
Operating lease right-of-use assets	593	(2,431)
Operating lease liabilities	(494)	2,132
Trade payables	(369)	(3,095)	2,221
Deferred revenues		2,548
Accrued expenses and other liabilities	(481)	(1,416)	2,043
Net cash used in operating activities	(17,236)	(34,317)	(32,386)
Cash flows from investing activities:
Investment in bank deposits	(18,600)	(7,000)	(8,000)
Proceeds from bank deposits	22,600	25,342	47,893
Pre-payments for equipment			(340)
Purchase of property and equipment	(196)	(1,767)	(2,653)
Net cash provided by investing activities	3,804	16,575	36,900
Cash flows from financing activities:
Proceeds from exercise of warrants			632
Proceeds from exercise of options	9	108	402
Proceeds from issuance of Ordinary shares, net	8,723	4,423
Proceeds from long-term debt, net		11,711
Payment due to long-term debt	(2,618)	(402)
Payment of fees due to modification of debt	(125)
Proceeds from issuance of pre-funded warrants, net	3,987
Proceeds from issuance of warrants		588
Net cash provided by financing activities	9,976	16,428	1,034
Increase (decrease) in cash, cash equivalents and restricted deposits	(3,456)	(1,314)	5,548
Cash, cash equivalents and restricted deposits at the beginning of the year	9,142	10,456	4,908
Cash, cash equivalents and restricted deposits at the end of the year	5,686	9,142	10,456
Supplemental disclosures of cash flows:
Interest paid	1,038	734
Cash paid during the year for income taxes	18	8
Supplemental disclosures of cash flow information:
Cash and cash equivalents	5,309	8,552	9,819
Restricted deposits	300	511	397
Restricted deposits included in other long-term assets	77	79	240
Cash, cash equivalents and restricted deposits at the end of the year	5,686	9,142	10,456
Supplemental disclosures of non-cash investing and financing information:
Property and equipment acquired by credit		100	941
Property and equipment paid for in prior periods		340	395
Right-of-use asset recognized with corresponding lease liability	241	3,528
Credit line derivative	127
Modification of warrants	31
Cash paid for amounts included in measurement of lease liability	$ 1,020	$ 1,259

Leases

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

LEASES

NOTE 5:-

LEASES

The Company’s facilities are leased under operating lease agreements for periods ending no later than 2027. The Company has bank guarantees in connection with the facilities lease agreements in the total amount of $209. Accordingly, cash, in the same amount, was restricted in bank deposits. The Company also leases motor vehicles under various operating leases, the latest of which expires in 2026.

The weighted average remaining lease term as of December 31, 2023, is 3.29 years.

Weighted average discount rate is 8.45%.

The components of operating lease expense for the year ended December 31, 2023, were $1,170.

Lease liability as of December 31, 2023, is as follows:

2024	$	587
2025		414
2026		374
2027		184

Total undiscounted lease payments		1,559
Less - imputed interest		(162	)

Present value of lease liabilities	$	1,397

The following table presents supplemental cash flow information related to the lease costs for operating leases as of December 31, 2023:

Cash paid for amounts included in measurement of lease liability:
Operating cash flows for operating leases	$	1,020

ROU asset recognized with corresponding lease liability:
Operating leases	$	241

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Schedule of Lease Liability

Lease liability as of December 31, 2023, is as follows:

2024	$	587
2025		414
2026		374
2027		184

Total undiscounted lease payments		1,559
Less - imputed interest		(162	)

Present value of lease liabilities	$	1,397

Schedule of Supplemental Cash Flow Information Related to the Lease Costs

The following table presents supplemental cash flow information related to the lease costs for operating leases as of December 31, 2023:

Cash paid for amounts included in measurement of lease liability:
Operating cash flows for operating leases	$	1,020

ROU asset recognized with corresponding lease liability:
Operating leases	$	241

Income Taxes (Details) - Schedule of Deferred Tax Assets - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Carryforward losses	$ 40,133	$ 34,984
Research and development expenses	4,044	5,376
Operating lease liabilities	292	490
Reserves and allowances	207	157
Deferred tax assets before valuation allowance	44,676	41,007
Valuation allowance	(44,338)	(40,448)
Total deferred tax assets	338	559
Deferred tax liabilities:
Operating lease ROU assets	(338)	(559)
Total deferred tax liabilities	(338)	(559)
Net deferred tax assets, net

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Taxes [Abstract]

Schedule of Loss Before Taxes

Loss before taxes is comprised as follows:

	Year Ended December 31,
	2023		2022		2021

Domestic (Israel)	$	23,348	$	38,274	$	41,197
Foreign		448		1,154		1,404

	$	23,796	$	39,428	$	42,601

Schedule of Deferred Tax Assets

Significant components of the Company’s deferred tax assets are as follows:

	December 31,
	2023			2022
Deferred tax assets:
Carryforward losses	$	40,133		$	34,984
Research and development expenses		4,044			5,376
Operating lease liabilities		292			490
Reserves and allowances		207			157

Deferred tax assets before valuation allowance		44,676			41,007
Valuation allowance		(44,338	)		(40,448	)

Total deferred tax assets		338			559

Deferred tax liabilities:
Operating lease ROU assets		(338	)		(559	)

Total deferred tax liabilities		(338	)		(559	)

Net deferred tax assets, net	$	-		$	-

Subsequent Events

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 14:-

SUBSEQUENT EVENTS

On January 4, 2024, the Company entered into a definitive securities purchase agreement for a private placement financing, led by leading U.S. life sciences-focused investors and certain existing investors. Under the securities purchase agreement, the investors purchased 3,143,693 of the Company’s Ordinary shares at a purchase price of $4.81 per share, pre-funded warrants to purchase up to 227,619 Ordinary shares at an exercise price of $0.0001 per share and warrants to purchase up to 3,371,312 Ordinary shares at an exercise price of $5.50 per share. The warrants expire upon the earlier of two years from the date of issuance and 10 trading days following the Company’s announcement of the positive recommendation by Data Safety Monitoring Board regarding the Company’s unblinded interim analysis in its SHIELD II Phase 3 trial of D-PLEX₁₀₀ resulting in the stopping of the trial due to positive efficacy. The gross proceeds to the Company amounted to $16,216. Exercise of the warrants in full would result in an additional $18,542 in gross proceeds to the Company. The closing of the offering occurred on January 9, 2024.

On January 14, 2024, the Company extended the lease agreement for one of its premises up until July 2027.

Shareholders’ Equity (Deficit) (Details) - USD ($) $ / shares in Units, $ in Thousands										3 Months Ended	12 Months Ended
	Aug. 07, 2023	May 19, 2023	May 11, 2023	May 05, 2023	Mar. 31, 2023	Mar. 29, 2023	Jul. 19, 2022	Apr. 26, 2022	Jul. 31, 2021	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Shareholders’ Equity (Deficit) [Line Items]
Aggregate offering price (in Dollars)		$ 8,707							$ 45,000
Total amount (in Dollars)											$ 2,328	$ 4,423
Net of issuance cost (in Dollars)											92	$ 222
Consideration amount (in Dollars)													$ 632
Other offering expenses (in Dollars)					$ 665					$ 665
Ordinary shares, Sold					561,967
Offering price (in Dollars per share)					$ 12.6					$ 12.6
Public offering proceeds (in Dollars)					$ 6,415
Fair value amount (in Dollars)				$ 1,905							$ 2,106
Authorized share capital				60,000,000
Finance expenses (in Dollars)				$ 201
Shares issued, Exercised			345,151
Number of additional options	156,667
Share options granted										67,385
Stock option exercise price (in Dollars per share)										$ 23.07
Incremental value (in Dollars)				63						$ 562
Vested option amount (in Dollars)				$ 50						$ 307
Exercise price options				17,417
Weighted average grant date fair value of options granted (in Dollars per share)											$ 7.66
Expected dividend yield											0.00%
Unrecognized compensation costs (in Dollars)											$ 4,235
Recognized over weighted average period											2 years 3 months 7 days
warrant outstanding											7,088
2012 Share Option Plan [Member]
Shareholders’ Equity (Deficit) [Line Items]
Stock option vesting period											The options granted generally have a four-year vesting period and expire ten years after the date of grant.
Stock options available for future grants											52,390
Minimum [Member]
Shareholders’ Equity (Deficit) [Line Items]
Authorized share capital				47,800,000
Share options	155,736
Maximum [Member]
Shareholders’ Equity (Deficit) [Line Items]
Authorized share capital				107,800,000
Maximum [Member] \| 2012 Share Option Plan [Member]
Shareholders’ Equity (Deficit) [Line Items]
Share options	312,403
Warrant [Member]
Shareholders’ Equity (Deficit) [Line Items]
Purchase of ordinary shares						345,238
Price per share (in Dollars per share)						$ 12.6	$ 153.6	$ 148.8
Exercise price per share (in Dollars per share)						$ 0.003
Consideration amount (in Dollars)						$ 3,987
Other offering expenses (in Dollars)						$ 362
D2Warrants[Member]
Shareholders’ Equity (Deficit) [Line Items]
Warrant exercised													19,334
Additional warrant exercised													2,283
warrant outstanding
Over-Allotment Option [Member]
Shareholders’ Equity (Deficit) [Line Items]
Ordinary shares, Sold					73,300
Ordinary shares [Member]
Shareholders’ Equity (Deficit) [Line Items]
Purchase of ordinary shares											75,693	35,505
Exercise price per share (in Dollars per share)											$ 154.05
Inadequate of share authorized											167,115
Number of vote											one
Warrants were exercised into ordinary share													3,866
Additional share exercised													2,283
Officers [Member] \| 2012 Share Option Plan [Member]
Shareholders’ Equity (Deficit) [Line Items]
Share options											312,403
Kreos [Member]
Shareholders’ Equity (Deficit) [Line Items]
Exercise price per share (in Dollars per share)											$ 12.6
Warrants to purchase ordinary shares issued (in Dollars)							$ 120	$ 468

Shareholders’ Equity (Deficit) (Details) - Schedule of Status of Options to Employees - Share Option Plan [Member] $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares
Shareholders’ Equity (Deficit) (Details) - Schedule of Status of Options to Employees [Line Items]
Number of options, Outstanding beginning balance \| shares	110,110
Weighted average exercise price, Outstanding beginning balance \| $ / shares	$ 178.99
Aggregate intrinsic value, Outstanding beginning balance \| $	$ 115
Weighted average remaining contractual life (years), Outstanding beginning balance	6 years 1 month 20 days
Number of options, Granted \| shares	159,087
Weighted average exercise price, Granted \| $ / shares	$ 15.06
Number of options, Exercised \| shares	(1,143)
Weighted average exercise price, Exercised \| $ / shares	$ 6.97
Aggregate intrinsic value, Exercised \| $	$ 12
Number of options, Forfeited and expired \| shares	(30,398)
Weighted average exercise price, Forfeited and expired \| $ / shares	$ 100.82
Number of options, Outstanding ending balance \| shares	237,656
Weighted average exercise price, Outstanding ending balance \| $ / shares	$ 21.3
Aggregate intrinsic value, Outstanding ending balance \| $
Weighted average remaining contractual life (years), Outstanding ending balance	8 years 3 months 14 days
Number of options, Exercisable options \| shares	59,426
Weighted average exercise price, Exercisable options \| $ / shares	$ 47.25
Aggregate intrinsic value, Exercisable options \| $
Weighted average remaining contractual life (years), Exercisable options	4 years 4 months 2 days
Number of options, Vested and expected to vest \| shares	237,656
Weighted average exercise price, Vested and expected to vest \| $ / shares	$ 21.3
Aggregate intrinsic value, Vested and expected to vest \| $
Weighted average remaining contractual life (years), Vested and expected to vest	8 years 3 months 14 days

Shareholders’ Equity (Deficit) (Tables)

12 Months Ended

Dec. 31, 2023

Shareholders’ Equity (Deficit) [Abstract]

Schedule of Ordinary Share Capital

Ordinary share capital (with no par value each) following the Reverse Share Split is composed as follows:

December 31, 2023

December 31, 2022

Authorized

Issued and outstanding

Authorized

Issued and outstanding

Number of shares

Ordinary shares

107,800,000

1,653,559

47,800,000

669,605

Schedule of Status of Options to Employees

A summary of the status of options to employees under the Company’s option plan as of December 31, 2023, and changes during the relevant period ended on that date is presented below:

	Number of options			Weighted average exercise price		Aggregate intrinsic value		Weighted average remaining contractual life (years)

Outstanding at beginning of year		110,110		$	178.99	$	115		6.14
Granted		159,087			15.06
Exercised		(1,143	)		6.97	$	12
Forfeited and expired		(30,398	)		100.82

Outstanding at end of year		237,656		$	21.30	$	-		8.29

Exercisable options		59,426		$	47.25	$	-		4.34

Vested and expected to vest		237,656		$	21.30	$	-		8.29

Schedule of Relative Fair Value of the Warrants to Purchase Ordinary Shares Issued

The Black-Scholes assumptions used to value the employee share options at the grant dates are presented in the following table by years:

	2023	2022	2021

Dividend yield (%)	0	0	0
Expected volatility (%)	92.59–95.67	70.45–92.67	72.97–78.69
Risk-free interest rate (%)	3.38–4.71	1.81–4.30	0.62–1.32
Expected term (in years)	5.7-6.1	1.2-6	5-6

Schedule of Share-Based Compensation Expense Recognized

The total share-based compensation expense recognized by the Company’s departments for the three years ended December 31, 2023, 2022 and 2021, was comprised as follows:

	Year Ended December 31,
	2023		2022		2021

Research and development	$	1,791	$	2,081	$	2,203
Marketing and business development		339		383		317
General and administrative		1,261		1,843		2,230

Total share-based compensation expense	$	3,391	$	4,307	$	4,750

Schedule of Outstanding Options Granted

Outstanding options granted to non-employees as of December 31, 2023, were as follows:

Grant date	Options outstanding as of December 31, 2023		Average Exercise price per share ($)		Options exercisable as of December 31, 2023		Exercisable through

April 2016		199	$	93.00		199	April 2026
December 2016		239		117.90		239	December 2026
June 2017		478		123.00		478	June 2027
November 2017		597		23.07		597	November 2027
August 2019		2,389		23.07		2,389	August 2029
June 2020		2,150		85.19		2,150	June 2030
April 2021		1,794		23.07		1,794	April 2031
August 2021		500		23.07		374	August 2031
December 2021		333		204.00		222	December 2031
May 2022		1,872		23.07		1,872	May 2032
November 2022		167		31.05		83	November 2032
February 2023		534		24.36		-	February 2033
May 2023		5,529	$	18.13		1,633	May 2033

		16,781				12,030

Schedule of Relative Fair Value of the Warrants to Purchase Ordinary Shares Issued

	July 19,		April 26,
	2022		2022

Share price ($)		153.60		148.80
Exercise price ($)		154.05		154.05
Expected volatility (%)		60.57		60.81
Adjustment to risk-free interest rate (%)		3.07		2.84
Dividend yield (%)		-		-
Risk-free interest rate (%)		3.11		2.88
Expected life (in years)		6.72		6.94

Schedule of Warrants Exercisable Into Ordinary Shares

As of December 31, 2023, all warrants are exercisable into Ordinary shares, in which the outstanding issued warrants to purchase Ordinary shares as of December 31, 2023, were as follows:

Grant date	Warrants outstanding as of December 31, 2023		Average Exercise price per share ($)		Warrants exercisable as of December 31, 2023		Exercisable through

September 2020		597	$	480.00		597	September 2024
April 2022		5,193	$	*) 12.60		5,193	April 2029
July 2022		1,298	$	*) 12.60		1,298	April 2029

		7,088				7,088

*) Following the modification mentioned in Note 7.

Leases (Details) - Schedule of Supplemental Cash Flow Information Related to the Lease Costs - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash paid for amounts included in measurement of lease liability:
Operating cash flows for operating leases	$ 1,020
ROU asset recognized with corresponding lease liability:
Operating leases	$ 241	$ 3,528

Financial (Income) Expenses, Net (Tables)

12 Months Ended

Dec. 31, 2023

Financial (Income) Expenses, Net [Abstract]

Schedule of Financial (Income) Expenses, Net

	Year Ended December 31,
	2022			2022			2021

Financial expenses:
Financial expenses from loan	$	1,618		$	1,023		$	-
Other financial expenses		93			316			26

Total financial expenses		1,711			1,339			26

Financial income:
Foreign currency transaction gains, net		(33	)		(532	)		(44	)
Interest from bank deposits		(548	)		(267	)		(468	)
Remeasurement of warrants		(201	)		-			-
Other financial income		-			-			(58	)

Total financial income		(782	)		(799	)		(570	)

Total financial (income) expense, net	$	929		$	540		$	(544	)

Shareholders’ Equity (Deficit) (Details) - Schedule of Ordinary Share Capital - Ordinary Shares [Member] - shares	Dec. 31, 2023	Dec. 31, 2022
Shareholders’ Equity (Deficit) (Details) - Schedule of Ordinary Share Capital [Line Items]
Ordinary shares, Authorized	107,800,000	47,800,000
Ordinary shares, Issued	1,653,559	669,605
Ordinary shares, Outstanding	1,653,559	669,605

Leases (Details) - Schedule of Lease Liability $ in Thousands	Dec. 31, 2023 USD ($)
Schedule of Lease Liability [Abstract]
2024	$ 587
2025	414
2026	374
2027	184
Total undiscounted lease payments	1,559
Less - imputed interest	(162)
Present value of lease liabilities	$ 1,397