Exhibit 10.1

Microbot Medical Inc.

September 14, 2025

Holder of Preferred Investment Options

Dear Holder:

Microbot Medical Inc. (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunity to receive new preferred investment options to purchase shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) in consideration for the exercise by you for cash of all of the Existing PIOs at the current Exercise Price (as defined in the respective Existing PIOs) per share of the preferred investment options set forth on Exhibit A hereto (the “First Closing Existing PIOs”) and Exhibit B hereto (the “Second Closing Existing PIOs” and, collectively with the First Closing Existing PIOs, the “Existing PIOs”) held by you as set forth on the signature page hereto. The resale of the shares of Common Stock underlying the Existing PIOs (the “Existing PIO Shares”) has been registered pursuant to the post-effective amendments on Form S-3 to registration statements on Form S-1 (File Nos. 333-280113 and 333-284688) and registration statement on Form S-3 (File No. 333-285690) (the “Registration Statements”). The Registration Statements are currently effective and, upon exercise of the Existing PIOs pursuant to this letter agreement, will be effective for the issuance of the Existing PIO Shares. Capitalized terms not otherwise defined herein shall have the meanings set forth in the New PIOs (as defined herein).

In consideration for the exercise in full for cash of all of the Existing PIOs held by the Holder at the current Exercise Price as set forth on the Holder’s signature page hereto (the “PIO Exercise”) on or before the Execution Time (as defined below), the Company hereby offers to sell and issue you new unregistered preferred investment options (the “New PIOs”) pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (“Securities Act”), to purchase up to a number of shares (the “New PIO Shares”) of Common Stock equal to 100% of the number of Existing PIO Shares issued pursuant to the PIO Exercise hereunder, which New PIOs shall have an exercise price per share equal to $4.50, subject to adjustment as provided in the New PIOs, will be exercisable beginning six (6) months after the date of issuance and have a term of exercise of two (2) years from the initial exercise date, provided that, if such date is not a Trading Day, the immediately following Trading Day, which New PIOs shall be substantially in the form as set forth in Exhibit A-1 hereto.

The applicable New PIO certificate(s) will be delivered at each closing, and such New PIOs, together with any underlying shares of Common Stock issued upon exercise of the New PIOs, will, unless and until their sales are registered under the Securities Act, contain customary restrictive legends and other language typical for an unregistered preferred investment option and unregistered shares. Notwithstanding anything herein to the contrary, in the event that any PIO Exercise would otherwise cause the Holder to exceed the beneficial ownership limitations (“Beneficial Ownership Limitation”) set forth in Section 2(e) of the Existing PIOs (or, if applicable and at the Holder’s election, 9.99%), the Company shall only issue such number of Existing PIO Shares to the Holder that would not cause the Holder to exceed the maximum number of PIO Shares permitted thereunder, as directed by the Holder, with the balance to be held in abeyance until notice from the Holder that the balance (or portion thereof) may be issued in compliance with such limitations, which abeyance shall be evidenced through the Existing PIOs which shall be deemed prepaid thereafter (including the cash payment in full of the exercise price), and exercised pursuant to a Notice of Exercise in the Existing PIOs (provided no additional exercise price shall be due and payable). The parties hereby agree that the Beneficial Ownership Limitation for purposes of the Existing PIOs is as set forth on the Holder’s signature page hereto. For the avoidance of doubt, the determination of which portion of the Existing PIO is exercisable shall be in the sole discretion of the Holder, and the submission of a Notice of Exercise shall be deemed to be the Holder’s determination of whether an Existing PIO is exercisable (in relation to other securities owned by the Holder together with any Affiliates and Attribution Parties (as such terms are defined in the Existing PIOs)) and of which portion of an Existing PIO is exercisable, in each case subject to the Beneficial Ownership Limitation, and the Company shall have no obligation to verify or confirm the accuracy of such determination and shall have no liability for exercises of an Existing PIO that are in non-compliance with the Beneficial Ownership Limitation.

Expressly subject to the paragraph immediately following this paragraph below, Holder may accept this offer by signing this letter agreement below, with such acceptance constituting Holder’s exercise in full of the Existing PIOs for an aggregate exercise price set forth on the Holder’s signature page hereto (the “PIO Exercise Price”) on or before 11:59 p.m., Eastern Time, on September 14, 2025 (the “Execution Time”).

Additionally, the Company agrees to the representations, warranties and covenants set forth on Annex A attached hereto. Holder represents and warrants that, as of the date hereof it is, and on each date on which it exercises any New PIOs it will be, an “accredited investor” as defined in Rule 501 of Regulation D promulgated under the Securities Act, and agrees that the New PIOs will contain restrictive legends when issued, and neither the New PIOs nor the shares of Common Stock issuable upon exercise of the New PIOs will be registered under the Securities Act, except as provided in Annex A attached hereto. Also, Holder represents and warrants that it is acquiring the New PIOs as principal for its own account and has no direct or indirect arrangement or understandings with any other persons to distribute or regarding the distribution of the New PIOs or the New PIO Shares (this representation is not limiting Holder’s right to sell the New PIO Shares pursuant to an effective registration statement under the Securities Act or otherwise in compliance with applicable federal and state securities laws).

The Holder understands that issuance of the New PIOs and the New PIO Shares are not, and may never be, registered under the Securities Act, or the securities laws of any state and, accordingly, each certificate, if any, representing such securities shall bear a legend substantially similar to the following:

“THE OFFER AND SALE OF THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, THIS SECURITY MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.”

Certificates evidencing the New PIO Shares shall not contain any legend (including the legend set forth above), (i) while a registration statement covering the resale of such New PIO Shares is effective under the Securities Act, (ii) following any sale of such New PIO Shares pursuant to Rule 144 under the Securities Act, (iii) if such New PIO Shares are eligible for sale under Rule 144 (assuming cashless exercise of the New PIOs), without the requirement for the Company to be in compliance with the current public information required under Rule 144 as to such New PIO Shares and without volume or manner-of-sale restrictions, (iv) if such New PIO Shares may be sold under Rule 144 (assuming cashless exercise of the New PIOs) and the Company is then in compliance with the current public information required under Rule 144 as to such New PIO Shares, or (v) if such legend is not required under applicable requirements of the Securities Act (including judicial interpretations and pronouncements issued by the staff of the Securities and Exchange Commission (the “Commission”) and the earliest of clauses (i) through (v), the “Delegend Date”)). The Company shall cause its counsel to issue a legal opinion to the Transfer Agent promptly after the Delegend Date if required by the Company and/or the Transfer Agent to effect the removal of the legend hereunder, or at the request of the Holder, which opinion shall be in form and substance reasonably acceptable to the Holder. From and after the Delegend Date, such New PIO Shares shall be issued free of all legends. The Company agrees that following the Delegend Date or at such time as such legend is no longer required under this Section, it will, no later than one (1) Trading Day following the delivery by the Holder to the Company or the Transfer Agent of a certificate representing the New PIO Shares issued with a restrictive legend (such first (1^st) Trading Day, the “Legend Removal Date”), deliver or cause to be delivered to the Holder a certificate representing such shares that is free from all restrictive and other legends or, at the request of the Holder shall credit the account of the Holder’s prime broker with the Depository Trust Company System as directed by the Holder.

In addition to the Holder’s other available remedies, the Company shall pay to a Holder, in cash, (i) as partial liquidated damages and not as a penalty, for each $1,000 of New PIO Shares (based on the VWAP of the Common Stock on the date such New PIO Shares are submitted to the Transfer Agent) delivered for removal of the restrictive legend, $10 per Trading Day (increasing to $20 per Trading Day five (5) Trading Days after such damages have begun to accrue) for each Trading Day after the Legend Removal Date until such certificate is delivered without a legend and (ii) if the Company fails to (a) issue and deliver (or cause to be delivered) to the Holder by the Legend Removal Date a certificate representing the New PIO Shares that is free from all restrictive and other legends and (b) if after the Legend Removal Date the Holder purchases (in an open market transaction or otherwise) shares of Common Stock to deliver in satisfaction of a sale by the Holder of all or any portion of the number of shares of Common Stock, or a sale of a number of shares of Common Stock equal to all or any portion of the number of shares of Common Stock that the Holder anticipated receiving from the Company without any restrictive legend, then, an amount equal to the excess of the Holder’s total purchase price (including brokerage commissions and other out-of-pocket expenses, if any) for the shares of Common Stock so purchased (including brokerage commissions and other out-of-pocket expenses, if any) over the product of (A) such number of New PIO Shares that the Company was required to deliver to the Holder by the Legend Removal Date and for which the Holder was required to purchase shares to timely satisfy delivery requirements, multiplied by (B) the weighted average price at which the Holder sold that number of shares of Common Stock.

If this offer is accepted and the transaction documents are executed by the Execution Time, then as promptly as possible following the Execution Time, but in any event no later than 8:00 a.m., Eastern Time, on the Trading Day following the date hereof, the Company shall issue a press release disclosing the material terms of the transactions contemplated hereby and shall file a Current Report on Form 8-K with the Commission disclosing all material terms of the transactions contemplated hereunder, including the filing with the Commission of this letter agreement as an exhibit thereto within the time required by the Exchange Act. From and after the dissemination of such press release, the Company represents to you that it shall have publicly disclosed all material, non-public information delivered to you by the Company, or any of its respective officers, directors, employees or agents in connection with the transactions contemplated hereunder. In addition, effective upon the dissemination of such press release, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its Subsidiaries or any of their respective officers, directors, agents, employees or Affiliates on the one hand, and you and your Affiliates on the other hand, shall terminate. The Company represents, warrants and covenants that, upon acceptance of this offer, the Existing PIO Shares shall be issued at each closing free of any legends or restrictions on resale by Holder.

No later than the first (1st) Trading Day following the date of the public disclosure of the transactions hereunder as to the First Closing Existing PIOs (the “First Closing Date”) and on October 15, 2025 (or such earlier date as may be agreed among the Company, the Holder and the Placement Agent) as to the Second Closing Existing PIOs (the “Second Closing Date”), each closing shall occur at such location as the parties shall mutually agree. Unless otherwise directed by H.C. Wainwright & Co., LLC (the “Placement Agent”), settlement of the Existing PIO Shares shall occur via “Delivery Versus Payment” (“DVP”) (i.e., on the First Closing Date and the Second Closing Date, the Company shall issue the applicable Existing PIO Shares registered in the Holder’s name and address provided to the Company in writing and released by the Transfer Agent directly to the account(s) at the Placement Agent identified by the Holder; upon receipt of such Existing PIO Shares, the Placement Agent shall promptly electronically deliver such Existing PIO Shares to the Holder, and payment therefor shall concurrently be made to the Company by the Placement Agent (or its clearing firm) by wire transfer to the Company).

The Company acknowledges and agrees that the obligations of the Holders under this letter agreement are several and not joint with the obligations of any other holder or holders of Existing PIOs or other preferred investment options of the Company (each, an “Other Holder”) under any other agreement related to the exercise of such preferred investment options (“Other PIO Exercise Agreement”), and the Holder shall not be responsible in any way for the performance of the obligations of any Other Holder or under any such Other PIO Exercise Agreement. Nothing contained in this letter agreement, and no action taken by the Holders pursuant hereto, shall be deemed to constitute the Holder and the Other Holders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that the Holder and the Other Holders are in any way acting in concert or as a group with respect to such obligations or the transactions contemplated by this letter agreement and the Company acknowledges that the Holder and the Other Holders are not acting in concert or as a group with respect to such obligations or the transactions contemplated by this letter agreement or any Other PIO Exercise Agreement. The Company and the Holder confirm that the Holder has independently participated in the negotiation of the transactions contemplated hereby with the advice of its own counsel and advisors. The Holder shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this letter agreement, and it shall not be necessary for any Other Holder to be joined as an additional party in any proceeding for such purpose.

Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the delivery of any Existing PIO Shares. This letter agreement shall be construed and enforced in accordance with the laws of the State of New York, without regards to conflicts of laws principles. Each party hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts sitting in the City of New York, Borough of Manhattan for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby.

[Holder Signature Page Follows]

Accepted and Agreed to:

Name of Holder: ________________________________________________________

Signature of Authorized Signatory of Holder: _________________________________

Name of Authorized Signatory: _______________________________________________

Title of Authorized Signatory: ________________________________________________

Number of First Closing Existing PIOs: __________________

Number of Second Closing Existing PIOs: __________________

Aggregate PIO Exercise Price being exercised contemporaneously with signing this letter agreement: _________________

Existing PIOs Beneficial Ownership Blocker: ☐ 4.99% or ☐ 9.99%

New PIOs: _______________ (100% of the total Existing PIOs being exercised)

New PIOs Beneficial Ownership Blocker: ☐ 4.99% or ☐ 9.99%

DTC Instructions:

[Holder signature page to MBOT Inducement Offer]

Annex A

Representations, Warranties and Covenants of the Company. The Company hereby makes the following representations and warranties to the Holder:

(i) From the date hereof until ninety (90) days after the First Closing Date, neither the Company nor any Subsidiary shall (A) issue, enter into any agreement to issue or announce the issuance or proposed issuance of any Common Stock or Common Stock Equivalents, other than the entry into and announcement of an “at the market” offering with the Placement Agent as sales agent, provided that no shares of Common Stock may be issued thereunder until after the expiration of the prohibition period in this Section (h)(i) or (B) file any registration statement or any amendment or supplement to any existing registration statement (other than (w) the filing of prospectus supplements and any amendments thereto with respect to any registration statements of the Company that are effective as of the date hereof (other than the Company’s shelf registration statement on Form S-3 (File No. 333-275634)), (x) the Resale Registration Statement referred to herein, (y) a registration statement on Form S-8 in connection with any employee benefit plan or (z) the filing of prospectus supplements and any amendments thereto pursuant to an “at the market” offering with the Placement Agent as sales agent, provided that no shares of Common Stock may be issued thereunder until after the expiration of the prohibition period in this Section (h)(i)). Notwithstanding the foregoing, this Section (h)(i) shall not apply in respect of an Exempt Issuance. “Exempt Issuance” means the issuance of (a) shares of Common Stock or options to employees, officers or directors of the Company pursuant to any stock or option plan duly adopted for such purpose, by a majority of the non-employee members of the Board of Directors or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company, (b) securities upon the exercise or exchange of or conversion of any securities issued hereunder, warrants to the Placement Agent and any securities upon exercise of warrants to the Placement Agent and/or other securities exercisable or exchangeable for or convertible into shares of Common Stock issued and outstanding on the date of this letter agreement, provided that such securities have not been amended since the date of this letter agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities (other than in connection with stock splits or combinations) or to extend the term of such securities, and (c) securities issued pursuant to acquisitions or strategic transactions approved by a majority of the disinterested directors of the Company, provided that such securities are issued as “restricted securities” (as defined in Rule 144) and carry no registration rights that require or permit the filing of any registration statement in connection therewith during the prohibition period in this Section (h)(i), and provided that any such issuance shall only be to a Person (or to the equityholders of a Person) which is, itself or through its subsidiaries, an operating company or an owner of an asset in a business synergistic with the business of the Company and shall provide to the Company additional benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital or to an entity whose primary business is investing in securities, and (d) the shares of Common Stock issuanble upon exercise of the Second Closing Existing PIOs and the applicable New PIOs issued at the Second Closing.

(ii) From the date hereof until six (6) months following the First Closing Date, the Company shall be prohibited from effecting or entering into an agreement to effect any issuance by the Company nor any Subsidiary of Common Stock or Common Stock Equivalents (or a combination of units thereof) involving a Variable Rate Transaction. “Variable Rate Transaction” means a transaction in which the Company (i) issues or sells any debt or equity securities that are convertible into, exchangeable or exercisable for, or include the right to receive, additional shares of Common Stock either (A) at a conversion price, exercise price or exchange rate or other price that is based upon, and/or varies with, the trading prices of or quotations for the shares of Common Stock at any time after the initial issuance of such debt or equity securities or (B) with a conversion, exercise or exchange price that is subject to being reset at some future date after the initial issuance of such debt or equity security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the Common Stock or (ii) enters into, or effects a transaction under, any agreement, including, but not limited to, an equity line of credit or an “at-the-market offering”, whereby the Company may issue securities at a future determined price, regardless of whether shares pursuant to such agreement have actually been issued and regardless of whether such agreement is subsequently canceled; provided, however, that, (x) the entry into an “at the market” offering with the Placement Agent as sales agent shall not be deemed a Variable Rate Transaction, provided that no shares of Common Stock may be issued thereunder until after the expiration of the restrictive period set forth in Section (h)(i) above and (y) following the expiration of the restrictive period set forth in Section (h)(i) above, the issuance of shares of Common Stock in an “at the market” offering with the Placement Agent as sales agent shall not be deemed a Variable Rate Transaction. The Holder shall be entitled to obtain injunctive relief against the Company to preclude any such issuance, which remedy shall be in addition to any right to collect damages.