NTBLQ / Notable Labs, Ltd. - Документы SEC, Годовой отчет, Доверенное заявление

ORDER

UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION August 18, 2025 In the Matter of Notable Labs, Ltd.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2024 NOTABLE LABS, LTD.

Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 NOTABLE LABS, LT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 NOTABLE LABS, LTD.

As filed with the Securities and Exchange Commission on August 29, 2024.

As filed with the Securities and Exchange Commission on August 29, 2024. Registration No. 333- 280357 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Notable Labs, Ltd. (Exact name of registrant as specified in its charter) Israel (State or other jurisdiction of incorporation o

Form of Securities Purchase Agreement

Exhibit 10.24 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August , 2024, between Notable Labs, Ltd., an Israeli corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set

Form of Warrant Agency Agreement

Exhibit 4.5 NOTABLE LABS, LTD. and Equiniti Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of , 2024 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2024 (“Agreement”), between Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability company (the “Warrant Age

Form of Pre-Funded Warrant

Exhibit 4.2 Notable Labs, Ltd. PREFUNDED Ordinary Share PURCHASE WARRANT Warrant Shares: Issue Date: THIS PREFUNDED Ordinary Share PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [PURCHASER] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the

Form of Tranche A Ordinary Warrant

Exhibit 4.3 Notable Labs, Ltd. Tranche A Warrant to Purchase Ordinary Shares or Exchange Warrants Warrant No. [] Number of Warrant Shares or Exchange Warrants: [] Date of Issuance: [], 2024 (the “Issuance Date”) Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of wh

Form of Placement Agency Agreement

Exhibit 10.23 PLACEMENT AGENCY AGREEMENT , 2024 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Notable Labs, Ltd., an Israeli corporation (the “Company”), hereby agrees to sell up to an aggregate of units (the “Units”), each Unit consisting of one share (the “Shares”) of the Company’s ordinary shar

Form of Pre-Funded Warrant

Exhibit 4.2 Notable Labs, Ltd. PREFUNDED Ordinary Share PURCHASE WARRANT Warrant Shares: Issue Date: THIS PREFUNDED Ordinary Share PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [PURCHASER] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the

Slide Presentation

Exhibit 99.1

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2024 NOTABLE LABS, LTD.

Form of Tranche B Ordinary Warrant

Exhibit 4.4 Notable Labs, Ltd. Tranche B Warrant to Purchase Ordinary Shares or Exchange Warrants Warrant No. [] Number of Warrant Shares or Exchange Warrants: [] Date of Issuance: [], 2024 (the “Issuance Date”) Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of wh

Form of Tranche A Ordinary Warrant

Exhibit 4.3 Notable Labs, Ltd. Tranche A Warrant to Purchase Ordinary Shares or Exchange Warrants Warrant No. [] Number of Warrant Shares or Exchange Warrants: [] Date of Issuance: [], 2024 (the “Issuance Date”) Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of wh

Filing Fee Table.

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-1 (Form Type) NOTABLE LABS, LTD.

Notable Labs Announces CEO Transition Thomas Bock, MD resigns as CEO; Joseph Wagner, PhD, CSO, appointed interim CEO Company affirms plan to initiate volasertib Phase 2 program in the coming months

Exhibit 99.1 Notable Labs Announces CEO Transition Thomas Bock, MD resigns as CEO; Joseph Wagner, PhD, CSO, appointed interim CEO Company affirms plan to initiate volasertib Phase 2 program in the coming months FOSTER CITY, CA, August 26, 2024 – Notable Labs, Ltd. (Nasdaq: NTBL) (“Notable”, “Notable Labs” or the “Company”), a clinical-stage precision oncology company developing new cancer therapie

As filed with the Securities and Exchange Commission on August 26, 2024.

As filed with the Securities and Exchange Commission on August 26, 2024. Registration No. 333- 280357 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Notable Labs, Ltd. (Exact name of registrant as specified in its charter) Israel (State or other jurisdiction of incorporation o

Form of Placement Agency Agreement

Exhibit 10.23 PLACEMENT AGENCY AGREEMENT , 2024 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Notable Labs, Ltd., an Israeli corporation (the “Company”), hereby agrees to sell up to an aggregate of units (the “Units”), each Unit consisting of one share (the “Shares”) of the Company’s ordinary shar

Form of Securities Purchase Agreement

Exhibit 10.24 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August , 2024, between Notable Labs, Ltd., an Israeli corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set

Form of Warrant Agency Agreement

Exhibit 4.5 NOTABLE LABS, LTD. and Equiniti Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of , 2024 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2024 (“Agreement”), between Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability company (the “Warrant Age

Second Amended and Restated Employment Agreement with Thomas Bock dated August 9, 2024 (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed with the SEC on August 14, 2024).

Exhibit 10.1 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (this “Agreement”) is made and entered into on August 9, 2024 and effective as of April 1, 2024 (the “Effective Date”) by and between Notable Labs, Inc., a Delaware corporation (the “Notable”) and Thomas Bock (“Executive”) and supersedes in all respects the Amended and Restated Emplo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36581 Notable Labs, Ltd.

NTBL / Notable Labs, Ltd. / KIM JAMES JIMIN - SC 13D/A Activist Investment

SC 13D/A 1 d712714dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Notable Labs, Ltd. (Name of Issuer) Ordinary Shares, nominal value of NIS 0.35 per share (Title of Class of Securities) M7517R107 (CUSIP Number) James Kim c/o Builders VC 601 California Street, Suite, 700 San Franci

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 NOTABLE LABS, LTD.

Notable’s Volasertib Development Program to Improve the Standard of Care for Patients with Acute Myeloid Leukemia Reflecting Notable Labs Corporate Overview Deck of July 2024 incl. Scientific References

Exhibit 99.1 Notable’s Volasertib Development Program to Improve the Standard of Care for Patients with Acute Myeloid Leukemia Reflecting Notable Labs Corporate Overview Deck of July 2024 incl. Scientific References https://notablelabs.com/investor-presentation/notable-corporate-presentation ● Acute Myeloid Leukemia, AML, is a Devastating, Life-Threatening Disease that Replaces Normal Blood and Bo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 NOTABLE LABS, LTD. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 NOTABLE LABS, LTD.

Notable Labs Receives FDA Clearance to Proceed Further with Volasertib Phase 2 Study Phase 2 dosing plan, agreed with FDA, paves the way to initiate patient enrollment

Exhibit 99.1 Notable Labs Receives FDA Clearance to Proceed Further with Volasertib Phase 2 Study Phase 2 dosing plan, agreed with FDA, paves the way to initiate patient enrollment FOSTER CITY, Calif., July 24, 2024 – Notable Labs, Ltd. (Nasdaq: NTBL) (“Notable”, “Notable Labs” or the “Company”), a clinical-stage precision oncology company developing new cancer therapies identified by its Predicti

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 NOTABLE LABS, LTD.

Form of Warrant Agency Agreement

Exhibit 4.5 NOTABLE LABS, LTD. and Equiniti Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of , 2024 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2024 (“Agreement”), between Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability company (the “Warrant Age

As filed with the Securities and Exchange Commission on July 1, 2024.

As filed with the Securities and Exchange Commission on July 1, 2024. Registration No. 333- 280357 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Notable Labs, Ltd. (Exact name of registrant as specified in its charter) Israel (State or other jurisdiction of incorporation or o

Form of Securities Purchase Agreement

Exhibit 10.24 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July , 2024, between Notable Labs, Ltd., an Israeli corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set fo

Form of Tranche A Ordinary Warrant

Exhibit 4.3 Notable Labs, Ltd. Tranche A Warrant to Purchase Ordinary Shares or Exchange Warrants Warrant No. [] Number of Warrant Shares or Exchange Warrants: [] Date of Issuance: [], 2024 (the “Issuance Date”) Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of wh

Form of Tranche B Ordinary Warrant

Exhibit 4.4 Notable Labs, Ltd. Tranche B Warrant to Purchase Ordinary Shares or Exchange Warrants Warrant No. [] Number of Warrant Shares or Exchange Warrants: [] Date of Issuance: [], 2024 (the “Issuance Date”) Notable Labs, Ltd., a company organized under the laws of the State of Israel (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of wh

Slide Presentation

Exhibit 99.1

Form of Pre-Funded Warrant

Exhibit 4.2 Notable Labs, Ltd. PREFUNDED Ordinary Share PURCHASE WARRANT Warrant Shares: Issue Date: THIS PREFUNDED Ordinary Share PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [PURCHASER] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the

Form of Placement Agency Agreemen

Exhibit 10.23 PLACEMENT AGENCY AGREEMENT , 2024 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Notable Labs, Ltd., an Israeli corporation (the “Company”), hereby agrees to sell up to an aggregate of shares (the “Shares”) of the Company’s ordinary shares, par value New Israeli Shekels (“NIS”) 0.35 p

As filed with the Securities and Exchange Commission on June 20, 2024.

As filed with the Securities and Exchange Commission on June 20, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Notable Labs, Ltd. (Exact name of registrant as specified in its charter) Israel (State or other jurisdiction of incorporation or organization) 2834 (Primary Standard Ind

Filing Fee Table.

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-1 (Form Type) NOTABLE LABS, LTD.

Slide presentation

Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36581 Notable Labs, Ltd.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2024 NOTABLE LABS, LTD.

Slide presentation

Exhibit 99.1

As filed with the Securities and Exchange Commission on April 19, 2024

As filed with the Securities and Exchange Commission on April 19, 2024 Registration No.

Notable Labs, Ltd. Employee Share Ownership and Option Plan (2024)

Exhibit 99.2 NOTABLE LABS, LTD. EMPLOYEE SHARE OWNERSHIP AND OPTION PLAN (2024) TABLE OF CONTENTS 1. Preamble. 1 2. Administration of the Plan. 2 3. Shares Subject to the Plan. 2 4. Designation of Participants. 2 5. Option Exercise Prices. 3 6. Exclusivity of the Plan. 3 7. Designation of Options Pursuant to Section 102. 3 8. Grant of the Options and Issuance of the Shares to the Trustee. 4 9. Opt

Notable Labs, Inc. 2015 Stock Plan

Exhibit 99.1

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) NOTABLE LABS, LTD.

Notable Labs Reports 2023 Financial Results and Provides a Business Update

Exhibit 99.1 Notable Labs Reports 2023 Financial Results and Provides a Business Update FOSTER CITY, CA, April 12, 2024 – Notable Labs, Ltd. (Nasdaq: NTBL) (“Notable” or the “Company”), a clinical-stage precision oncology company developing new cancer therapies identified by its Predictive Precision Medicine Platform (PPMP), reported financial results for the year ended December 31, 2023 and provi

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2024 NOTABLE LABS, LTD.

Clawback Policy

Exhibit 97 NOTABLE LABS, LTD. CLAWBACK POLICY The Board of Directors (the “Board”) of Notable Labs, Ltd. (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (the “Policy”), which provides for the recovery of certain incentive compensation in the event of an Accounting Restatement (as defined below). This Policy is designed to

Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to the Annual Report on Form 10-K filed with the SEC on April 11, 2024).

Exhibit 21.1 SUBSIDIARIES OF REGISTRANT Name Jurisdiction 1. VBL, Inc. Delaware 2. Notable Labs, Inc. Delaware 3. Notable Therapeutics, Inc. Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

Notable Labs Presents the Design Plan for the PPMP-Enabled Phase 2 Trial with Volasertib for Relapsed/Refractory AML at AACR 2024

Exhibit 99.1 Notable Labs Presents the Design Plan for the PPMP-Enabled Phase 2 Trial with Volasertib for Relapsed/Refractory AML at AACR 2024 ● Poster outlines the parameters for developing a flow-cytometry-based PPMP as a companion diagnostic to predict volasertib responders, based on a proof-of-concept study using 41 primary acute myeloid leukemia (AML) samples ● Plans to incorporate a dose opt

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2024 NOTABLE LABS, LTD. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2024 NOTABLE LABS, LTD.

Notable Labs Presentation of Data Related to Innovations in the Use of Cryopreserved Samples in the PPMP Assay at AACR 2024 Expands the Potential of the Platform

Exhibit 99.1 Notable Labs Presentation of Data Related to Innovations in the Use of Cryopreserved Samples in the PPMP Assay at AACR 2024 Expands the Potential of the Platform FOSTER CITY, CA, April 8, 2024 – Notable Labs, Ltd. (Nasdaq: NTBL) (“Notable” or the “Company”), a clinical-stage precision oncology company developing a new class of cancer therapies identified by its Predictive Precision Me

(Attach Extra Sheets if Needed)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 SEC File Number: 1-36581 NOTIFICATION OF LATE FILING CUSIP Number: M7517R 10 7 (Check one) Form 10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR ☐ For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2024 NOTABLE LABS, LTD.

Letter from Deloitte & Touche LLP addressed to the Securities and Exchange Commission dated March 21, 2024

Exhibit 16.1 March 21, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Notable Labs, Ltd.’s Form 8-K dated March 21, 2024, and we agree with the statements made therein. Yours truly, /s/ Deloitte & Touche LLP San Francisco, California

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 NOTABLE LABS, LTD. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 NOTABLE LABS, LTD.

Notable Advances Volasertib Phase 2 Program Utilizing Proprietary Predictive Precision Medicine Platform-Guided Enrollment

Exhibit 99.1 Notable Advances Volasertib Phase 2 Program Utilizing Proprietary Predictive Precision Medicine Platform-Guided Enrollment ● Predictive Precision Medicine Platform (PPMP) utilized to enrich program for clinically responding patients and reduce the risk, time, and cost of drug development ● Volasertib Phase 2 trial initiation in relapsed/refractory acute myeloid leukemia anticipated in

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Letter from Kesselman & Kesselman C.P.A.s addressed to the Securities and Exchange Commission dated February 2, 2024

Exhibit 16.1 February 2, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by NOTABLE LABS, LTD. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of NOTABLE LABS, LTD. dated January 30, 2024. We agree with the statements concerning our Firm

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2024 NOTABLE LABS, LTD.

NTBL / Notable Labs, Ltd. / FR Capital Holdings, L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NOTABLE LABS, LTD. (Name of Issuer) Ordinary Shares, par value NIS 0.35 each (Title of Class of Securities) M7517R107 (CUSIP Number) January 9, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

Notable Labs, Ltd. 320 Hatch Drive Foster City, CA 94404

Notable Labs, Ltd. 320 Hatch Drive Foster City, CA 94404 January 8, 2024 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Notable Labs, Ltd. Application for Withdrawal of Registration Statement on Form S-3 (File No. 333-275057) Ladies and Gentlemen: On October 17, 2023, Notable Labs, Ltd., an Israeli corporation (the “Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2023 NOTABLE LABS, LTD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2023 NOTABLE LABS, LTD.

Notable Reports Predictive Precision Medicine Platform (PPMP) Accurately Predicted Fosciclopirox Trial Outcome - PPMP Accurately Predicted Patient Outcomes in Fosciclopirox Phase 2a Leukemia Trial - - Predictive Results Further Advance PPMP and Corro

Exhibit 99.1 Notable Reports Predictive Precision Medicine Platform (PPMP) Accurately Predicted Fosciclopirox Trial Outcome - PPMP Accurately Predicted Patient Outcomes in Fosciclopirox Phase 2a Leukemia Trial - - Predictive Results Further Advance PPMP and Corroborate Outcomes from 4 PPMP Validation Trials - - Furthers Opportunity to Accelerate PPMP Use in Front-End Drug Development - FOSTER CITY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No. 2 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No.

NOTABLE LABS, INC. Condensed Consolidated Balance Sheets (in thousands, except share and per share amounts )

Exhibit 99.3 NOTABLE LABS, INC. Condensed Consolidated Balance Sheets (in thousands, except share and per share amounts ) (unaudited) September 30, 2023 December 31, 2022 Assets Current assets: Cash and cash equivalents $ 1,118 $ 1,581 Prepaid expenses and other current assets 776 1,407 Total current assets 1,894 2,988 Property and equipment, net 329 442 Finance lease right-of-use assets, net 357

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Description of the Merger and Other Transactions The Merger On February 22, 2023, Vascular Biogenics Ltd. (“VBL” or the “Company”) entered into a Merger Agreement (the “Merger Agreement”) among VBL, Notable Labs, Inc. (“Notable”) and Vibrant Merger Sub, Inc., VBL’s direct, wholly-owned subsidiary (“Merger Sub”), pursuant to

NOTABLE LABS, INC. Condensed Consolidated Balance Sheets (in thousands, except share and per share amounts )

Exhibit 99.3 NOTABLE LABS, INC. Condensed Consolidated Balance Sheets (in thousands, except share and per share amounts ) (unaudited) September 30, 2023 December 31, 2022 Assets Current assets: Cash and cash equivalents $ 1,118 $ 1,581 Prepaid expenses and other current assets 776 1,407 Total current assets 1,894 2,988 Property and equipment, net 329 442 Finance lease right-of-use assets, net 357

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No.

NOTABLE LABS, INC. INDEX TO FINANCIAL STATEMENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Exhibit 99.2 The references to share and per share amounts in this Exhibit 99.2 to the Company’s Current Report on Form 8-K do not reflect the Reverse Share Split, as defined in the Company’s Current Report on Form 8-K of which this Exhibit 99.2 is a part. NOTABLE LABS, INC. INDEX TO FINANCIAL STATEMENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Audited Financial Statements Independent Auditor’s

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36581 Notable Labs, Ltd.

Notable Labs Announces Filing of Form 10-Q for Third Quarter 2023 -Summarizes third quarter 2023 financials of pre-Merger VBLT as of September 30th- -Third quarter financial information of Notable Labs, Inc. and pro forma combined financial informati

Exhibit 99.1 Notable Labs Announces Filing of Form 10-Q for Third Quarter 2023 -Summarizes third quarter 2023 financials of pre-Merger VBLT as of September 30th- -Third quarter financial information of Notable Labs, Inc. and pro forma combined financial information of Notable Labs, Ltd. will be subsequently provided via Form 8-K later in November- FOSTER CITY, Calif., November 14, 2023 – Notable L

NTBL / Notable Labs Ltd / B Capital Fund II, L.P. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Notable Labs, Ltd. (Name of Issuer) Ordinary Shares, par value NIS 0.35 each (Title of Class of Securities) M7517R107 (CUSIP Number) October 16, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

Joint Filing Agreement

EX-99.1 2 d545651dex991.htm EX-99.1 EXHIBIT 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The unders

1. Joint Filing Agreement, dated as of October 26, 2023, by and between FR Capital Holdings, L.P., and First Round Capital VIII-F, LP.

EX-1 2 ex1.htm Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares, par value NIS 0.35 each, of Notable Labs, Ltd., and further agree that this Joint Filing Agreemen

NTBL / Notable Labs Ltd / FR Capital Holdings, L.P. Passive Investment

SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Notable Labs, Ltd. (Name of Issuer) Ordinary Shares, par value NIS 0.35 each (Title of Class of Securities) M7517R107 (CUSIP Number) October 16, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2023 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2023 NOTABLE LABS, LTD.

NTBL / Notable Labs Inc / Builders VC Fund I (Canada), L.P. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Notable Labs, Ltd. (Name of Issuer) Ordinary Shares, nominal value of NIS 0.35 per share (Title of Class of Securities) M7517R107 (CUSIP Number) James Kim c/o Builders VC 601 California Street, Suite, 700 San Francisco, CA 94108 (415) 692-1720 (Name, Addr

Joint Filing Agreement, dated as of October 19, 2023.

Exhibit 99.2 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned a

As filed with the Securities and Exchange Commission on October 17, 2023

As filed with the Securities and Exchange Commission on October 17, 2023 Registration No.

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Notable Labs, Ltd. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For

Articles of Association of the registrant, as currently in effect.

Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF VASCULAR BIOGENICS LTD. A COMPANY LIMITED BY SHARES UNDER THE COMPANIES LAW, 5759 - 1999 INTERPRETATION 1. 1.1. In these Articles, unless the context requires another meaning the words in the first column of the following table shall have the meanings set opposite them in the second column: “ Alternate Nominee ” as defined in Article 77.1

Presentation slides for investor conference call on October 17, 2023

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2023 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2023 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023 NOTABLE LABS, LTD.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023 NOTABLE LABS, LTD.

Form of Release and Indemnification Agreement (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K filed with the SEC on October 16, 2023).

Exhibit 10.4 Release and Indemnification Agreement This Release and Indemnification Agreement (this “Agreement”) is made as of October 16, 2023 by and between Notable Labs, Ltd. (the “Company”) and (“Indemnitee”). The Company desires to attract and retain qualified Office Holders (as such term is defined in the Israeli Companies Law, 5759 - 1999, as amended from time to time (the “Companies Law”),

Amendment to Articles of Association of the Registrant, dated October 16, 2023 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on October 16, 2023).

Exhibit 3.1 Changes to the Articles of Association (the “Articles”), approved by the shareholders on October 12, 2023 1. The definition of the “Company” as defined in Article 1.1 of the Articles shall be changed such that the Company name in the Articles shall be “Notable Labs, Ltd.” or “נוטבל לאבס, בע”מ”. 2. Article 6 of the Articles shall be amended and restated in its entirety with the followin

Notable Labs Closes Merger Transaction With VBL Therapeutics - Notable expects to initiate trading on the Nasdaq Capital Market under ticker symbol “NTBL” effective at market open on October 17 – - Aggregate net transaction proceeds expected to fund

Exhibit 99.1 Notable Labs Closes Merger Transaction With VBL Therapeutics - Notable expects to initiate trading on the Nasdaq Capital Market under ticker symbol “NTBL” effective at market open on October 17 – - Aggregate net transaction proceeds expected to fund planned operations into 2025 – - Completed previously announced $10.3 million private placement with leading healthtech-focused investors

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2023 vascular biogeni

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commiss

Press Release, dated October 12, 2023.

Exhibit 10.1 VBL Therapeutics Announces Results of Annual and Special Shareholder Meeting Approved Merger with Notable Labs and All Other Proposals Merger Expected to Close and Begin Trading as Combined Company Under the NTBL Ticker on Nasdaq Next Week, Subject to Effectiveness of Approved Israeli Corporate Actions MODI’IN, Israel and NEW YORK, NY October 12, 2023 (GLOBE NEWSWIRE) – VBL Therapeuti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

VBL Therapeutics Reminds Shareholders to Vote in the Upcoming Annual and Special Shareholder Meeting

Filed by Vascular Biogenics Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Vascular Biogenics Ltd. Commission File No.: 001-36581 Date: October 4, 2023 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger, dated as of February

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

Asset Purchase Agreement between Vascular Biogenics Ltd. and Wellbeing Group Ltd., dated October 1, 2023.(1)

Exhibit 10.1 Execution Copy ASSET PURCHASE AGREEMENT by and between [Immunewalk THERAPEUTICS Inc.]. and Vascular Biogenics Ltd. Dated as of October 1, 2023 This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of October 1, 2023 (the “Effective Date”), by and between Vascular Biogenics Ltd. an Israeli company (“Seller”), with its registered offices at 8 Hasatat Street, Modi’in, Israel and Imm

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

Asset Purchase Agreement by and between Immunewalk Therapeutics Inc. and Vascular Biogenics Ltd., dated as of October 1, 2023 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on October 2, 2023).

Exhibit 10.1 Execution Copy ASSET PURCHASE AGREEMENT by and between [Immunewalk THERAPEUTICS Inc.]. and Vascular Biogenics Ltd. Dated as of October 1, 2023 This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of October 1, 2023 (the “Effective Date”), by and between Vascular Biogenics Ltd. an Israeli company (“Seller”), with its registered offices at 8 Hasatat Street, Modi’in, Israel and Imm

VASCULAR BIOGENICS LTD.

Filed pursuant to Rule 424(b)(3) Registration No. 333-271826 SUPPLEMENT NO. 2 (to proxy statement/prospectus/information statement dated September 5, 2023) VASCULAR BIOGENICS LTD. This Supplement No. 2 to the proxy statement/prospectus/information statement of Vascular Biogenics Ltd. (“VBL”) dated September 5, 2023 (the “Original Prospectus”) is being filed solely for the purpose of supplementing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 vascular bioge

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commi

VASCULAR BIOGENICS LTD.

Filed pursuant to Rule 424(b)(3) Registration No. 333-271826 SUPPLEMENT NO. 1 (to proxy statement/prospectus/information statement dated September 5, 2023) VASCULAR BIOGENICS LTD. This Supplement No. 1 to the proxy statement/prospectus/information statement of Vascular Biogenics Ltd. (“VBL”) dated September 5, 2023 (the “Original Prospectus”) is being filed solely for the purpose of supplementing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 vascular bioge

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commi

VBL Therapeutics Announces that S-4 Registration Statement for Proposed Merger with Notable Labs Is Declared Effective by SEC Merger with Notable expected to close in mid-October, subject to shareholder approval Special shareholder meeting scheduled

Exhibit 99.1 VBL Therapeutics Announces that S-4 Registration Statement for Proposed Merger with Notable Labs Is Declared Effective by SEC Merger with Notable expected to close in mid-October, subject to shareholder approval Special shareholder meeting scheduled for October 12, 2023 MODI’IN, Israel and NEW YORK, September 6, 2023 (GLOBE NEWSWIRE) – VBL Therapeutics (Nasdaq: VBLT) (“VBL”), today an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 vascular biogen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commis

VBL Therapeutics Announces that S-4 Registration Statement for Proposed Merger with Notable Labs Is Declared Effective by SEC Merger with Notable expected to close in mid-October, subject to shareholder approval Special shareholder meeting scheduled

Exhibit 99.1 VBL Therapeutics Announces that S-4 Registration Statement for Proposed Merger with Notable Labs Is Declared Effective by SEC Merger with Notable expected to close in mid-October, subject to shareholder approval Special shareholder meeting scheduled for October 12, 2023 MODI’IN, Israel and NEW YORK, September 6, 2023 (GLOBE NEWSWIRE) – VBL Therapeutics (Nasdaq: VBLT) (“VBL”), today an

PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT

Filed Pursuant to Rule 424(b)(3) Registration No. 333-271826 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT To the Shareholders of Vascular Biogenics Ltd. and the Stockholders of Notable Labs, Inc.: Vascular Biogenics Ltd. (“VBL”) is holding an annual and special meeting, which will be held at 8:00 a.m., Eastern Time, on October 12, 2023 (the “VBL special meeting”). The VBL special meeting will be a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 vascular biogen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commis

As filed with the U.S. Securities and Exchange Commission on September 5, 2023

As filed with the U.S. Securities and Exchange Commission on September 5, 2023 Registration No. 333-271826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vascular Biogenics Ltd. (Exact name of registrant as specified in its charter) Israel 2834 Not Applicable (State or other jurisdiction of

VIA EDGAR

VIA EDGAR September 1, 2023 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Form of Proxy Card for Special Meeting of Shareholders of Vascular Biogenics Ltd.

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

As filed with the U.S. Securities and Exchange Commission on September 1, 2023

As filed with the U.S. Securities and Exchange Commission on September 1, 2023 Registration No. 333-271826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vascular Biogenics Ltd. (Exact name of registrant as specified in its charter) Israel 2834 Not Applicable (State or other jurisdiction of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

As filed with the U.S. Securities and Exchange Commission on August 23, 2023

As filed with the U.S. Securities and Exchange Commission on August 23, 2023 Registration No. 333-271826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vascular Biogenics Ltd. (Exact name of registrant as specified in its charter) Israel 2834 Not Applicable (State or other jurisdiction of i

Form of Proxy Card for Special Meeting of Shareholders of Vascular Biogenics Ltd.

Exhibit 99.1

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Marianne C Sarrazin Goodwin Procter LLP +1 415 733 6134 [email protected] Three Embarcadero Center, Suite 2800 San Francisco, CA 94111 goodwinlaw.com +1 415 733 6000 August 23, 2023 VIA EDGAR Office of Life Sciences Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Attention: Li Xiao Vanessa Robertson Lauren Hamill Joe McCann Re: Va

VBL Therapeutics Reports Second Quarter 2023 Financial Results and Provides Business Update Merger with Notable expected to close in late September or October, subject to VBL’s S-4 registration statement being declared effective and shareholder appro

Exhibit 99.1 VBL Therapeutics Reports Second Quarter 2023 Financial Results and Provides Business Update Merger with Notable expected to close in late September or October, subject to VBL’s S-4 registration statement being declared effective and shareholder approval $24.3 million in cash and cash equivalents as of June 30, 2023 MODI’IN, Israel and NEW YORK, August 14, 2023 (GLOBE NEWSWIRE) – VBL T

VBL Therapeutics Reports Second Quarter 2023 Financial Results and Provides Business Update Merger with Notable expected to close in late September or October, subject to VBL’s S-4 registration statement being declared effective and shareholder appro

Exhibit 99.1 VBL Therapeutics Reports Second Quarter 2023 Financial Results and Provides Business Update Merger with Notable expected to close in late September or October, subject to VBL’s S-4 registration statement being declared effective and shareholder approval $24.3 million in cash and cash equivalents as of June 30, 2023 MODI’IN, Israel and NEW YORK, August 14, 2023 (GLOBE NEWSWIRE) – VBL T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36581 Vascular B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 vascular biogenic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissi

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Goodwin Procter LLP Three Embarcadero Center, 28th Floor San Francisco, CA 94111 goodwinlaw.

Non-Binding Term Sheet between Vascular Biogenics Ltd. and Wellbeing Group Ltd., dated June 30, 2023, as amended July 25, 2023 included as Annex D to the proxy statement/prospectus/information statement forming a part of this registration statement).

Exhibit 10.21 AMENDMENT TO CONFIDENTIAL TERM SHEET FOR PURCHASE AGREEMENT This amended Term Sheet outlines the terms and conditions of an Asset Purchase Agreement (the “Purchase Agreement”) pursuant to which Vascular Biogenics Ltd. (or its successor entity) (“Seller”) would sell certain assets to Wellbeing Group LTD. or one of their assignees (“Purchaser”). Such terms and conditions amend and supe

As filed with the U.S. Securities and Exchange Commission on July 26, 2023

As filed with the U.S. Securities and Exchange Commission on July 26, 2023 Registration No. 333-271826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vascular Biogenics Ltd. (Exact name of registrant as specified in its charter) Israel 2834 Not Applicable (State or other jurisdiction of inc

Form of Proxy Card for Special Meeting of Shareholders of Vascular Biogenics Ltd.

Exhibit 99.1

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Goodwin Procter LLP Three Embarcadero Center, 28th Floor San Francisco, CA 94111 goodwinlaw.

As filed with the U.S. Securities and Exchange Commission on June 30, 2023

As filed with the U.S. Securities and Exchange Commission on June 30, 2023 Registration No. 333-271826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vascular Biogenics Ltd. (Exact name of registrant as specified in its charter) Israel 2834 Not Applicable (State or other jurisdiction of inc

Stock Purchase Agreement between Notable and investors party thereto dated February 22, 2023

Exhibit 10.20 CONFIDENTIAL SERIES D PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), is made as of February 22, 2023, by and among Notable Labs, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A attached to this Agreement (each a “Purchaser” and together the “Purchasers”). RECITALS WHEREAS, on or about the dat

Notable Labs Presents Data Demonstrating PPMP’s Potential to Identify Novel Drug Combinations in JMML at the 2023 EHA Hybrid Congress Data demonstrates Notable’s PPMP potential in selecting more active investigational pre-hematopoietic stem cell ther

Filed by Vascular Biogenics Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Vascular Biogenics Ltd. Commission File No.: 001-36581 Date: June 9, 2023 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger, dated as of February 22

Notable Labs to Present Predictive Precision Medicine Platform (PPMP) Data in Juvenile Myelomonocytic Leukemia (JMML) at European Hematology Association (EHA) Hybrid Congress June 8 – 15, 2023

Filed by Vascular Biogenics Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Vascular Biogenics Ltd. Commission File No.: 001-36581 Date: May 17, 2023 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger, dated as of February 22

VBL Therapeutics Reports First Quarter 2023 Financial Results and Provides Business Update Recently filed S-4 registration statement for proposed merger with Notable; expects to close the transaction in Q3 2023, subject to SEC review and shareholder

Exhibit 99.1 VBL Therapeutics Reports First Quarter 2023 Financial Results and Provides Business Update Recently filed S-4 registration statement for proposed merger with Notable; expects to close the transaction in Q3 2023, subject to SEC review and shareholder approvals MODI’IN, Israel and NEW YORK, May 15, 2023 (GLOBE NEWSWIRE) – VBL Therapeutics (Nasdaq: VBLT) (“VBL”), today announced financia

VBL Therapeutics Reports First Quarter 2023 Financial Results and Provides Business Update Recently filed S-4 registration statement for proposed merger with Notable; expects to close the transaction in Q3 2023, subject to SEC review and shareholder

Exhibit 99.1 VBL Therapeutics Reports First Quarter 2023 Financial Results and Provides Business Update Recently filed S-4 registration statement for proposed merger with Notable; expects to close the transaction in Q3 2023, subject to SEC review and shareholder approvals MODI’IN, Israel and NEW YORK, May 15, 2023 (GLOBE NEWSWIRE) – VBL Therapeutics (Nasdaq: VBLT) (“VBL”), today announced financia

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 vascular biogenics l

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 vascular biogenics l

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36581 Vascular

Form of Series C Warrant Agreement between Notable Labs, Inc. and purchasers of Series C-1 Preferred Stock, dated June 2021.

Exhibit 10.18 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGIST

Employment Agreement by and between Notable Labs, Inc. and Joseph Wagner dated June 15, 2020 (incorporated by reference to Exhibit 10.15 to the Registration Statement on Form S-4 filed with the SEC on September 5, 2023).

Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into this 15th day of June, 2020 (the “Effective Date”) by and between Notable Labs, Inc., a Delaware corporation (“Company”), and Joseph Wagner (“Executive”). 1. Roles and Duties. Chief Scientific Officer Role. Subject to the terms and conditions of this Agreement, Company shall employ Executive as

Form of Support Agreement, by and between Vascular Biogenics Ltd. and Notable Labs, Inc. and certain directors and officers of Notable Labs, Inc.

Exhibit 2.2 Execution Version NOTABLE LABS, INC. SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (this “Agreement”), dated as of February [21], 2023, is made by and among Vascular Biogenics Ltd., an Israeli corporation (“Vibrant”), Notable Labs, Inc., a Delaware corporation (the “Company”), and the undersigned holders (each a “Stockholder”) of capital stock (the “Shares”) of the Company. WHEREAS, Vibrant

Consent of Chardan Capital Markets LLC, financial advisor to Vascular Biogenics Ltd.

Exhibit 99.3 CONSENT OF FINANCIAL ADVISOR We hereby consent to the inclusion of our opinion letter to the board of directors of Vascular Biogenics, Ltd., as Annex B to the proxy statement/prospectus/information statement which forms a part of the registration statement on Form S-4 originally filed with the Securities and Exchange Commission of the United States (the “Commission”) on even date here

Consent of Thomas I. H. Dubin to be named as director.

Exhibit 99.5 Consent to be Named as a Director In connection with the filing by Vascular Biogenics Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and sup

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Vascular Biogenics Ltd.

Standard Industrial/Commercial Single-Tenant Lease by and between Hatch Drive Associates and the Notable Labs, Inc., dated as of March 25, 2019.

Exhibit 10.12

Amended and Restated Employment Agreement by and between Notable Labs, Inc. and Thomas Bock dated April 30, 2021 (incorporated by reference to Exhibit 10.14 to the Registration Statement on Form S-4 filed with the SEC on September 5, 2023).

Exhibit 10.14 Execution Version AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this “Agreement”) is made and entered into this 30th day of April, 2021 (the “Effective Date”) by and between Notable Labs, Inc., a Delaware corporation (“Company”), and Thomas Bock (“Executive”) and supersedes in all respects the Employment Agreement between Executive and the

Form of Lock-Up Agreement, by and among Notable Labs, Inc., Vascular Biogenics Ltd., and certain directors and officers of Notable Labs, Inc.

Exhibit 2.4 Execution Version LOCK-UP AGREEMENT [], 2023 Vascular Biogenics Ltd. 8 HaSatat St. Modi’in, Israel 7178106 Ladies and Gentlemen: The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that Vascular Biogenics Ltd., an Israeli corporation (“Vibrant”), has entered into an Agreement and Plan of Merger, dated as of February [21], 2023 (as the same may be

First Amendment to Lease Agreement by and between Hatch Drive Associates, LLC and Notable Labs, Inc., dated as of April 27, 2023.

Exhibit 10.13

Form of Support Agreement, by and between Vascular Biogenics Ltd., Notable Labs, Inc., and certain directors and officers of Vascular Biogenics Ltd.

Exhibit 2.3 Execution Version VASCULAR BIOGENICS, LTD. SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (this “Agreement”), dated as of February [21], 2023, is made by and among Vascular Biogenics Ltd., an Israeli corporation (“Vibrant”), Notable Labs, Inc., a Delaware corporation (the “Company”), and the undersigned holders (each a “Shareholder”) of share capital (the “Shares”) of Vibrant. WHEREAS, Vibra

Co-Development and Profit-Sharing Agreement between Notable Labs, Inc. and CicloMed LLC dated July 20, 2021.

Exhibit 10.11 Certain identified information has been excluded from this exhibit because it is both not material and is the type of information that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[****]”. CO-DEVELOPMENT AND PROFIT-SHARING AGREEMENT BETWEEN CICLOMED, LLC AND NOTABLE LABS, INC.

Side Letter by and between Boehringer Ingelheim International GmbH and Oncoheroes Biosciences Inc. dated August 1, 2019, as amended by Amendment #1 effective on April 5, 2020.

Exhibit 10.10 Execution Version 30 September 2021 SIDE LETTER RELATING TO PATENT ASSIGNMENT AND LICENSING AGREEMENT (“Side Letter”) This Side Letter, effective as of its date of last signature, relates to the Patent Assignment and Licensing Agreement by and between Boehringer Ingelheim International GmbH (“BII”) and Oncoheroes Biosciences Inc. (“Oncoheroes”), dated August 1, 2019, as amended by Am

Consent of Peter Feinberg to be named as director.

Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Vascular Biogenics Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and sup

Form of Stock Option Award Agreement between Notable Labs, Inc. and purchasers of Series C-1 Preferred Stock, dated June 2021.

Exhibit 10.19 STOCK OPTION AGREEMENT NOTABLE LABS, INC. 2015 STOCK PLAN 1. NOTICE OF STOCK OPTION GRANT [Service Provider Name] Option Number: [Address] Plan: 2015 Stock Plan [Address] Effective [date], you have been granted a [Incentive/Nonstatutory] Stock Option to purchase [number] shares of common stock of Notable Labs, Inc., a Delaware corporation (the “Company”) at $[price] per share. The to

2015 Stock Plan of Notable Labs, Inc.

Exhibit 10.17 2015 STOCK PLAN of NOTABLE LABS, INC., a Delaware corporation 1. Purposes of the Plan. The purposes of this Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants, and to promote the success of the Company’s business. Options granted under the Plan may be In

Form of Lock-Up Agreement, by and among Notable Labs, Inc., Vascular Biogenics Ltd., and certain directors and officers of Vascular Biogenics Ltd.

Exhibit 2.4 Execution Version LOCK-UP AGREEMENT [], 2023 Vascular Biogenics Ltd. 8 HaSatat St. Modi’in, Israel 7178106 Ladies and Gentlemen: The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that Vascular Biogenics Ltd., an Israeli corporation (“Vibrant”), has entered into an Agreement and Plan of Merger, dated as of February [21], 2023 (as the same may be

Consent of Dr. Thomas A. Bock to be named as director.

Exhibit 99.4 Consent to be Named as a Director In connection with the filing by Vascular Biogenics Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and sup

Exclusive License Agreement by and between Notable Labs, Inc. and Oncoheroes Biosciences Inc. dated October 1, 2021.

Exhibit 10.9 Certain identified information has been excluded from this exhibit because it is both not material and is the type of information that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[****]”. EXECUTION COPY EXCLUSIVE LICENSE AGREEMENT This EXCLUSIVE LICENSE AGREEMENT (the “Agreeme

Agreement and Plan of Merger, dated as of February 22, 2023, by and among Vascular Biogenics Ltd., Vibrant Merger Sub, Inc., and Notable Labs, Inc. (included as Annex A to the proxy statement/prospectus/information statement forming a part of this registration statement).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vascular Biogenics Ltd. (Exact name of registrant as specified in its charter) Israel 2834 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Numbe

Consent of Thomas Graney to be named as director.

Exhibit 99.6 Consent to be Named as a Director In connection with the filing by Vascular Biogenics Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and sup

Consent of Michele Galen to be named as director.

Exhibit 99.8 Consent to be Named as a Director In connection with the filing by Vascular Biogenics Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and sup

Consent of Tuomo Pätsi to be named as director.

Exhibit 99.9 Consent to be Named as a Director In connection with the filing by Vascular Biogenics Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and sup

Engagement Letter by and between Notable Labs, Inc. and Scott A. McPherson dated March 1, 2023 (incorporated by reference to Exhibit 10.16 to the Registration Statement on Form S-4 filed with the SEC on September 5, 2023).

Exhibit 10.16

Notable Labs Presents Clinical Platform Validation Data at the 2023 American Association for Cancer Research Annual Meeting - 100% accuracy predicting clinical responders with Notable’s PPMP with enhanced machine learning - - Fourth clinical validati

Filed by Vascular Biogenics Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Vascular Biogenics Ltd. Commission File No.: 001-36581 Date: April 18, 2023 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger, dated as of February

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-36581 Vascular Biog

Notable Labs to Present Results from Clinical Platform Validation Study at the 2023 American Association for Cancer Research (AACR) Annual Meeting

Filed by Vascular Biogenics Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Vascular Biogenics Ltd. Commission File No.: 001-36581 Date: March 14, 2023 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger, dated as of February

Description of Securities.

Exhibit 4.1 DESCRIPTION OF SECURITIES The following description of the capital stock of Vascular Biogenics Ltd. (“us,” “our,” “we” or the “Company”) is a summary of the rights of our ordinary shares and certain provisions of our articles of association currently in effect. This summary does not purport to be complete and is qualified in its entirety by the provisions of our articles of association

Restated Consulting and Services Agreement between Vascular Biogenics Ltd. and Grand H Services Ltd., dated January 20, 2022, as amended on August 23, 2022 (incorporated by reference to Exhibit 10.6 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2023).

EX-10.6 7 ex10-6.htm Exhibit 10.6 RESTATED CONSULTING AND SERVICES AGREEMENT THIS RESTATED CONSULTING AND SERVICES AGREEMENT is made as of January 20, 2022 (the “Effective Date”), by and between Vascular Biogenetics Ltd, a company registered under the laws of the State of Israel (the “Company”) and Grand H Services Ltd. (the “Consultant”). The Company and the Consultant shall sometimes be referred

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 vascular biogenics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 vascular biogenics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commissio

Asset Purchase Agreement, dated as of February 15, 2023, by and between the Registrant and Aleph Farms Ltd.

Exhibit 2.2 ASSET PURCHASE AGREEMENT by and between aLEPH FARMS LTD. and Vascular Biogenics Ltd. Dated as of February 15, 2023 -1- This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of February 15, 2023, by and between Vascular Biogenics Ltd. an Israeli company (“Seller”), with its registered offices at 8 Hasatat Street, Modi’in, Israel and Aleph Farms Ltd., an Israeli company (“Buyer”), w

VBL Therapeutics Reports Full Year 2022 Financial Results and Provides Corporate Update

Exhibit 99.1 VBL Therapeutics Reports Full Year 2022 Financial Results and Provides Corporate Update MODIIN, Israel and NEW YORK, March 14, 2023 (GLOBE NEWSWIRE) – VBL Therapeutics (Nasdaq: VBLT) (VBL), today announced financial results for the fiscal year ended December 31, 2022, and provided a corporate update. “I am confident that the recently announced merger with Notable Labs Inc. provides th

List of Subsidiaries of the Registrant.

Exhibit 21.1 Subsidiaries of Vascular Biogenics Ltd. Name Jurisdiction of Incorporation or Organization VBL Inc. Delaware

Articles of Association of Vascular Biogenics Ltd. (incorporated by reference to Exhibit 3.1 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2023).

EX-3.1 3 ex3-1.htm Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF VASCULAR BIOGENICS LTD. A COMPANY LIMITED BY SHARES UNDER THE COMPANIES LAW, 5759 — 1999 INTERPRETATION 1. 1.1. In these Articles, unless the context requires another meaning the words in the first column of the following table shall have the meanings set opposite them in the second column: “ Alternate Nominee ” as defi

VBL Therapeutics Reports Full Year 2022 Financial Results and Provides Corporate Update

Exhibit 99.1 VBL Therapeutics Reports Full Year 2022 Financial Results and Provides Corporate Update MODIIN, Israel and NEW YORK, March 14, 2023 (GLOBE NEWSWIRE) – VBL Therapeutics (Nasdaq: VBLT) (VBL), today announced financial results for the fiscal year ended December 31, 2022, and provided a corporate update. “I am confident that the recently announced merger with Notable Labs Inc. provides th

Memorandum of Association of Vascular Biogenics Ltd. (incorporated by reference to Exhibit 3.2 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2023).

Exhibit 3.2 THE COMPANIES ORDINANCE A COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF MEDICARD LTD. 1. The name of the Company is: In Hebrew : In English : Medicard Ltd. 2. The principal objects for which the Company was founded are: (a) To conduct research and development activities in all aspects of Bio-technology and medical devices; and (b) To establish, found, invest, participate in es

Restated Executive Employment Agreement between Vascular Biogenics Ltd. and Dror Harats, dated January 20, 2022 (incorporated by reference to Exhibit 10.5 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2023).

Exhibit 10.5 RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS RESTATED EMPLOYMENT AGREEMENT is made and entered into on January 20, 2022 (the “Effective Date”), by and between Vascular Biogenetics Ltd. (the “Company”) and Prof. Dror Harats, Israeli I.D No. (the “Executive”). The Company and Executive shall be sometimes referred to each as a “Party” and collectively as the “Parties”). WHEREAS, the Part

Employment Offer Letter between Vascular Biogenics Ltd. and Sam Backenroth, dated October 4, 2021 (incorporated by reference to Exhibit 10.7 of the Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2023).

Exhibit 10.7 October 4, 2021 Sam Backenroth Re: Employment Offer Dear Sam: I am pleased to offer you employment with Vascular Biogenics Ltd. d/b/a VBL Therapeutics (or its applicable affiliate, the “Company”). The initial terms of your employment, should you accept this offer, are set forth below (the “Agreement”). 1. Position. Your position will be Chief Financial Officer reporting to the Chief E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2023 vascular biogenics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2023 vascular biogenics

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 vascular biogen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 vascular biogen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commis

Agreement and Plan of Merger, dated February 22, 2023, among Vascular Biogenics, Ltd., Notable Labs, Inc. and Vibrant Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 to the Form 8-K filed with the Securities and Exchange Commission on February 23, 2023).

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: VASCULAR BIOGENICS LTD; VIBRANT MERGER SUB, INC.; and NOTABLE LABS, INC. Dated as of February 22, 2023 TABLE OF CONTENTS Page Section 1. Definitions and Interpretative Provisions 2 1.1 Definitions 2 1.2 Other Definitional and Interpretative Provisions 18 Section 2. Description of Transaction 18 2.1 The Merger 18 2.2 Effects of the M

VBL Therapeutics and Notable Labs Announce Definitive Merger Agreement Merger will create Nasdaq-listed, clinical-stage therapeutic platform company developing new precision medicines for patient populations selected through Notable’s proprietary Pre

Exhibit 99.1 VBL Therapeutics and Notable Labs Announce Definitive Merger Agreement Merger will create Nasdaq-listed, clinical-stage therapeutic platform company developing new precision medicines for patient populations selected through Notable’s proprietary Predictive Precision Medicines Platform (“PPMP”) Notable’s validated PPMP combines multi-dimensional biological assays and machine learning

Filed by Vascular Biogenics Ltd.

Filed by Vascular Biogenics Ltd. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Vascular Biogenics Ltd. Commission File No.: 001-36581 Date: February 23, 2023 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger, dated as of Februa

Presentation for investor conference call held by Vascular Biogenics, Ltd. and Notable Labs, Inc. on February 23, 2023, and furnished herewith.

Exhibit 99.2

Presentation for investor conference call held by Vascular Biogenics, Ltd. and Notable Labs, Inc. on February 23, 2023, and furnished herewith.

EX-99.2 4 ex99-2.htm Exhibit 99.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 vascular biogen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commis

Agreement and Plan of Merger, dated February 22, 2023, among Vascular Biogenics, Ltd., Notable Labs, Inc. and Vibrant Merger Sub, Inc.(1)

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among: VASCULAR BIOGENICS LTD; VIBRANT MERGER SUB, INC.; and NOTABLE LABS, INC. Dated as of February 22, 2023 TABLE OF CONTENTS Page Section 1. Definitions and Interpretative Provisions 2 1.1 Definitions 2 1.2 Other Definitional and Interpretative Provisions 18 Section 2. Description of Transaction 18 2.1 The Merger 18 2.2 Effects of the M

VBL Therapeutics and Notable Labs Announce Definitive Merger Agreement Merger will create Nasdaq-listed, clinical-stage therapeutic platform company developing new precision medicines for patient populations selected through Notable’s proprietary Pre

Exhibit 99.1 VBL Therapeutics and Notable Labs Announce Definitive Merger Agreement Merger will create Nasdaq-listed, clinical-stage therapeutic platform company developing new precision medicines for patient populations selected through Notable’s proprietary Predictive Precision Medicines Platform (“PPMP”) Notable’s validated PPMP combines multi-dimensional biological assays and machine learning

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 vascular biogen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 vascular biogenics ltd. (Exact name of registrant as specified in its charter) Israel 001-36581 Not Applicable (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St., Modi?in, Israel 7178106 (Address of principal executive of

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Exhibit 99.3 OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our annual audited consolidated financial statements as of and for the year ended December 31, 2021 (included in our Annual Report of Foreign Private Issuer on Form 20-F for the year ended December 31, 2021 filed wit

VBL Therapeutics Reports Third Quarter 2022 Financial Results and Provides Corporate Update Continued progress on previously announced strategic process to maximize shareholder value

Exhibit 99.1 VBL Therapeutics Reports Third Quarter 2022 Financial Results and Provides Corporate Update Continued progress on previously announced strategic process to maximize shareholder value TEL AVIV, Israel and NEW YORK, November 14, 2022 ? VBL Therapeutics (Nasdaq: VBLT), a clinical stage biotechnology company developing targeted medicines for immune-inflammatory diseases, today announced f

VASCULAR BIOGENICS LTD. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

Exhibit 99.2 VASCULAR BIOGENICS LTD. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED) September 30, 2022 December 31, 2021 U.S. dollars in thousands ASSETS Current assets: Cash and cash equivalents $ 18,302 $ 21,986 Short-term bank deposits 9,076 31,164 Other current assets 148 1,697 Total current assets 27,526 54,847 Non-current assets: Restricted bank deposits 360 362 Long-ter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St., Modi?in, Israel 7178106 (Address of principal executive o

VBL Therapeutics Receives Nasdaq Notification Regarding Minimum Bid Price Deficiency

Exhibit 99.1 VBL Therapeutics Receives Nasdaq Notification Regarding Minimum Bid Price Deficiency TEL AVIV, Israel and NEW YORK, Sept. 01, 2022 (GLOBE NEWSWIRE) ? VBL Therapeutics (Nasdaq: VBLT) (?VBL?), a biotechnology company developing targeted medicines for immune-inflammatory diseases, today announced that VBL received a written notification (the ?Notification Letter?) from the Nasdaq Stock M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2022 Commission File Number: 001-36581

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of August 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices) I

VASCULAR BIOGENICS LTD. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

Exhibit 99.2 VASCULAR BIOGENICS LTD. CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED) June 30, 2022 December 31, 2021 U.S. dollars in thousands ASSETS Current assets: Cash and cash equivalents $ 15,060 $ 21,986 Short-term bank deposits 19,087 31,164 Other current assets 1,541 1,697 Total current assets 35,688 54,847 Non-current assets: Restricted bank deposits 360 362 Long-term

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Exhibit 99.3 OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our annual audited consolidated financial statements as of and for the year ended December 31, 2021 (included in our Annual Report of Foreign Private Issuer on Form 20-F for the year ended December 31, 2021 filed wit

VBL Therapeutics Announces Second Quarter 2022 Financial Results and Corporate Process to Explore Strategic Options Exploring strategic options to maximize shareholder value; engaged Chardan as financial advisor

Exhibit 99.1 VBL Therapeutics Announces Second Quarter 2022 Financial Results and Corporate Process to Explore Strategic Options Exploring strategic options to maximize shareholder value; engaged Chardan as financial advisor TEL AVIV, Israel and NEW YORK, August 15, 2022 (GLOBE NEWSWIRE) ? VBL Therapeutics (Nasdaq: VBLT), a biotechnology company developing targeted medicines for immune-inflammator

VBL Therapeutics Announces Workforce Reduction

Exhibit 99.1 VBL Therapeutics Announces Workforce Reduction TEL AVIV, Israel and NEW YORK, NY August 2, 2022 (GLOBE NEWSWIRE) ? VBL Therapeutics (Nasdaq:VBLT), a biotechnology company developing targeted medicines for cancer and immune-inflammatory diseases, today announced an organizational streamlining designed to reduce operating expenses and preserve capital. As a result, VBL will reduce its w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-365

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St., Modi?in, Israel 7178106 (Address of principal executive offi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July 2022 Commission File Number: 001-36581 Va

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St., Modi?in, Israel 7178106 (Address of principal executive offices)

VBL Therapeutics Announces Top-Line Data from Phase 3 OVAL Trial of Ofra-Vec in Patients with Platinum-Resistant Ovarian Cancer - Trial Did Not Meet Statistical Significance on Improvement in Primary Endpoints of Progression Free Survival (PFS) or Ov

Exhibit 99.1 VBL Therapeutics Announces Top-Line Data from Phase 3 OVAL Trial of Ofra-Vec in Patients with Platinum-Resistant Ovarian Cancer - Trial Did Not Meet Statistical Significance on Improvement in Primary Endpoints of Progression Free Survival (PFS) or Overall Survival (OS) - TEL AVIV, Israel and NEW YORK, July 19, 2022 (GLOBE NEWSWIRE) ? VBL Therapeutics (Nasdaq:VBLT), a biotechnology com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July 2022 Commission File Number: 001-36581 Va

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices) Ind

VASCULAR BIOGENICS LTD. 8 HaSatat St. Modi’in, Israel Tel. +972-8-9935000 Fax. +972-8-9935001 PROXY STATEMENT ANNUAL GENERAL MEETING OF SHAREHOLDERS

Exhibit 99.2 VASCULAR BIOGENICS LTD. 8 HaSatat St. Modi?in, Israel Tel. +972-8-9935000 Fax. +972-8-9935001 PROXY STATEMENT ANNUAL GENERAL MEETING OF SHAREHOLDERS This Proxy Statement is being furnished in connection with the solicitation of proxies on behalf of the Board of Directors , or the Board, of Vascular Biogenics Ltd., to which we refer as Vascular Biogenics, or the Company, to be voted at

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of June 2022 Commission File Number: 001-36581 Va

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of June 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices) Ind

VASCULAR BIOGENICS LTD. 8 HaSatat St. Modi’in, Israel Tel. +972-8-9935000 Fax. +972-8-9935001 NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 7, 2022.

Exhibit 99.1 VASCULAR BIOGENICS LTD. 8 HaSatat St. Modi?in, Israel Tel. +972-8-9935000 Fax. +972-8-9935001 NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 7, 2022. Dear Vascular Biogenics Ltd. Shareholders: We cordially invite you to attend an Annual General Meeting of shareholders of Vascular Biogenics Ltd., or the Company, to be held at 4:00 p.m. (Israel time) on July 7, 2022

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Vascular Biogenics Ltd.

As filed with the Securities and Exchange Commission on May 31, 2022

As filed with the Securities and Exchange Commission on May 31, 2022 Registration No.

VASCULAR BIOGENICS LTD. STATEMENTS OF FINANCIAL POSITION

Exhibit 99.2 VASCULAR BIOGENICS LTD. STATEMENTS OF FINANCIAL POSITION (UNAUDITED) March 31, 2022 December 31, 2021 U.S. dollars in thousands ASSETS Current assets: Cash and cash equivalents $ 13,252 $ 21,986 Short-term bank deposits 31,221 31,164 Other current assets 2,044 1,697 Total current assets 46,517 54,847 Non-current assets: Restricted bank deposits 360 362 Long-term prepaid expenses 164 1

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Exhibit 99.3 OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our annual audited consolidated financial statements as of and for the year ended December 31, 2021 (included in our Annual Report of Foreign Private Issuer on Form 20-F for the year ended December 31, 2021 filed wit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2022 Commission File Number: 001-36581 Vas

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices) Indi

VBL Therapeutics Reports First Quarter 2022 Financial Results and Provides Corporate Update OVAL Phase 3 top-line data expected in 2H 2022; with positive results, VBL anticipates submitting a BLA to the FDA in 1H 2023 Conference Call and Webcast at 8

Exhibit 99.1 VBL Therapeutics Reports First Quarter 2022 Financial Results and Provides Corporate Update OVAL Phase 3 top-line data expected in 2H 2022; with positive results, VBL anticipates submitting a BLA to the FDA in 1H 2023 Conference Call and Webcast at 8:30 a.m. ET Today TEL AVIV, Israel and NEW YORK, May 17, 2022 ? VBL Therapeutics (Nasdaq: VBLT) (VBL), a late-clinical stage biotechnolog

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of April 2022 Commission File Number: 001-36581 V

6-K 1 form6-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of April 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant’s name into English) 8 HaSatat St., Modi’in, Israel 7178106 (Address of principal

VBL Therapeutics Receives FDA Fast Track Designation for Ofra-Vec for the Treatment of Platinum-Resistant Ovarian Cancer

Exhibit 99.1 VBL Therapeutics Receives FDA Fast Track Designation for Ofra-Vec for the Treatment of Platinum-Resistant Ovarian Cancer ? FDA grants Fast Track designation to facilitate development and expedite the review of therapies with potential to treat serious unmet medical needs. The purpose of this designation is to bring important new drugs to patients earlier ? OVAL Phase 3 top-line progre

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of March 2022 Commission File Number: 001-36581 V

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of March 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St., Modi?in, Israel 7178106 (Address of principal executive offices)

Description of Securities

Exhibit 2.3 DESCRIPTION OF SECURITIES The following description of the capital stock of Vascular Biogenics Ltd. (?us,? ?our,? ?we? or the ?Company?) is a summary of the rights of our ordinary shares and certain provisions of our articles of association currently in effect. This summary does not purport to be complete and is qualified in its entirety by the provisions of our articles of association

Certification of Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a).

Exhibit 12.2 I, Sam Backenroth, certify that: 1. I have reviewed this annual report on Form 20-F of Vascular Biogenics Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the peri

Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 13.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Vascular Biogenics Ltd. (the ?Company?) on Form 20-F for the period ended December 31, 2021 as filed with the Securities and Exchange Commission (the ?Report?), each of the

VBL Therapeutics Reports Full Year 2021 Financial Results and Provides Corporate Update

Exhibit 99.1 VBL Therapeutics Reports Full Year 2021 Financial Results and Provides Corporate Update ? OVAL top-line data for ofra-vec progression free survival (PFS) primary endpoint expected in 2H 2022; with positive results, VBL anticipates submitting a Biologics License Application (BLA) in 1H 2023 ? Completed patient enrollment in the 409 patient OVAL Phase 3 registration enabling trial inves

Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a).

Exhibit 12.1 I, Dror Harats, certify that: 1. I have reviewed this annual report on Form 20-F of Vascular Biogenics Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period

Consent of Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International Limited, Independent Registered Public Accounting Firm.

Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-202463, 333-210583, 333-219969, 333-223232, 333-232391 and 333-240995) and on Form F-3 (No. 333-251821) of Vascular Biogenics Ltd. of our report dated March [?], 2022 relating to the financial statements and the effectiveness

VBL Therapeutics Announces Completion of Enrollment in OVAL Phase 3 Registration-Enabling Trial of Ofra-Vec in Ovarian Cancer and Unanimous Recommendation by Independent Data Safety Monitoring Committee to Continue Study as Planned

Exhibit 99.1 VBL Therapeutics Announces Completion of Enrollment in OVAL Phase 3 Registration-Enabling Trial of Ofra-Vec in Ovarian Cancer and Unanimous Recommendation by Independent Data Safety Monitoring Committee to Continue Study as Planned ? Phase 3 OVAL trial enrolled 409 patients globally at centers in the United States, Europe, Israel, and Japan ? Top-line data from progression free surviv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of March 2022 Commission File Number: 001-36581 V

6-K 1 form6-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of March 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant’s name into English) 8 HaSatat St., Modi’in, Israel 7178106 (Address of principal

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2022 Commission File Number: 001-3658

6-K 1 form6-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant’s name into English) 8 HaSatat St Modi’in Israel 7178106 (Address of principal

VASCULAR BIOGENICS LTD. INDUCEMENT PLAN (2022)

Exhibit 99.1 VASCULAR BIOGENICS LTD. INDUCEMENT PLAN (2022) 1. GENERAL; DEFINITIONS This Plan was adopted by the Board of Directors of the Company on January 27, 2022. This Plan, as amended from time to time, shall be known as the ?Vascular Biogenics Ltd. Inducement Plan (2022)?. 1.1 Purpose. The purpose and intent of the Plan is to enable the Company and its Affiliates to grant equity Awards to i

Up to $50,000,000 Vascular Biogenics Ltd. Ordinary Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-251821 PROSPECTUS SUPPLEMENT (To Prospectus dated January 8, 2021) Up to $50,000,000 Vascular Biogenics Ltd. Ordinary Shares We have entered into an Open Market Sale AgreementSM, dated February 11, 2022, or the sales agreement, with Jefferies LLC, or Jefferies, relating to the sale of our ordinary shares offered by this prospectus supplement. I

Open Market Sale AgreementSM, dated February 11, 2022, by and between Vascular Biogenics Ltd. and Jefferies LLC

Exhibit 1.1 OPEN MARKET SALE AGREEMENT SM February 11, 2022 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Vascular Biogenics Ltd., a limited liability company organized and existing under the laws of the State of Israel (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2022 Commission File Number: 001-3658

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of February 2022 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices)

VBLT / Vascular Biogenics Ltd / Slager David Mark - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VASCULAR BIOGENICS LTD. (Name of Issuer) Ordinary Shares, par value NIS 0.01 (Title of Class of Securities) M96883109 (CUSIP Number) January 24, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

Agreement of Joint Filing. (Filed herewith)

Exhibit 99.1 AGREEMENT OF JOINT FILING The undersigned hereby agree that the Schedule 13G with respect to the ordinary shares, NIS 0.01 par value per share, of Vascular Biogenics Ltd. is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, a

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Amendment No.

VBLT / Vascular Biogenics Ltd / Aurum Ventures M.k.i. Ltd. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 3)* Vascular Biogenics Ltd. (Name of Issuer) Ordinary Shares, par value NIS 0.01 (Title of Class of Securities) M96883109 (CUSIP Number) Ilan Lior General Co

VBL Therapeutics Selected for €17.5 Million of Funding from Horizon Europe EIC Accelerator Program VBL is among only 9% of companies across industries selected by the EIC Accelerator Funds to be used for clinical development, CMC, and pre-commerciali

Exhibit 99.1 VBL Therapeutics Selected for ?17.5 Million of Funding from Horizon Europe EIC Accelerator Program VBL is among only 9% of companies across industries selected by the EIC Accelerator Funds to be used for clinical development, CMC, and pre-commercialization activities for ofra-vec (VB-111) TEL AVIV, Israel and NEW YORK, December 20, 2021 ? VBL Therapeutics (Nasdaq: VBLT), a clinical st

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of December 2021 Commission File Number: 001-3658

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of December 2021 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices)

VBLT / Vascular Biogenics Ltd / Thai Lee Family Trust Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* VASCULAR BIOGENICS LTD. (Name of Issuer) ORDINARY SHARES, NIS 0.01 PAR VALUE PER SHARE (Title of Class of Securities) M 96883109 (CUSIP Number) Thai Lee 70 Rainey Street Austin, Texas 78701 (732) 868-0800 (Name, Address and Telephone Number of Person Aut

VASCULAR BIOGENICS LTD. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

Exhibit 99.2 VASCULAR BIOGENICS LTD. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION (UNAUDITED) September 30, 2021 December 31, 2020 U.S. dollars in thousands ASSETS Current assets: Cash and cash equivalents $ 25,278 $ 13,184 Restricted bank deposits - 151 Short-term bank deposits 25,167 17,110 Trade receivables - 129 Other current assets 912 1,419 Total current assets 51,357 31,9

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Exhibit 99.3 OPERATING AND FINANCIAL REVIEW AND PROSPECTS The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our annual audited financial statements as of and for the year ended December 31, 2020 (included in our Annual Report of Foreign Private Issuer on Form 20-F for the year ended December 31, 2020 filed with the Securit

Joint Filing Agreement dated November 15, 2021.

Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, each of the undersigned parties hereby agree to file jointly the statement on Schedule 13D (including any amendments thereto) with respect to the Ordinary Shares, NIS 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November 2021 Commission File Number: 001-3658

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of November 2021 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St Modi?in Israel 7178106 (Address of principal executive offices)

VBL Therapeutics Reports Third Quarter 2021 Financial Results and Provides Corporate Update Conference Call and Webcast at 8:30 a.m. ET Today

Exhibit 99.1 VBL Therapeutics Reports Third Quarter 2021 Financial Results and Provides Corporate Update Conference Call and Webcast at 8:30 a.m. ET Today ? Data from multiple VB-111 clinical trials expected in 2022, including the progression free survival (PFS) co-primary endpoint from the Phase 3 OVAL study expected in the second half of 2022 ? More than 85% of the planned 400 patients in the OV

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of October 2021 Commission File Number: 001-36581

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of October 2021 Commission File Number: 001-36581 Vascular Biogenics Ltd. (Translation of registrant?s name into English) 8 HaSatat St., Modi?in, Israel 7178106 (Address of principal executive office