Major Shareholding Notification • Feb 28, 2025
Major Shareholding Notification
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE | OMB APPROVAL | ||
|---|---|---|---|---|
| COMMISSION Washington, D.C. 20549 |
OMB Number: Estimated average |
3235-0287 | ||
| Check this box if no longer | burden hours per response |
0.5 |
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
| 1. Name and Address of Reporting Person* Aberman Zami |
2. Issuer Name and Ticker or Trading Symbol Pluri Inc. [ PLUR ] |
5. Relationship of Reporting Person(s) to Issuer (Check all applicable) |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| (Last) (First) (Middle) C/O PLURI INC. MATAM ADVANCED TECH PARK |
3. Date of Earliest Transaction (Month/Day/Year) 02/25/2025 |
X | Director Officer (give title below) |
10% Owner Other (specify below) |
|||||
| BUILDING 5 (Street) HAIFA L3 3508409 (City) (State) (Zip) |
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person |
| Table I – Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
3. 4. Securities Acquired (A) or Transaction Disposed Of (D) (Instr. 3, 4 Code (Instr. and 5) 8) |
5. Amount of Securities Beneficially Owned Following |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of Indirect Beneficial Ownership |
|||||
| Code | V | Amount | (A) or (D) |
Price | Reported Transaction(s) (Instr. 3 and 4) |
(Instr. 4) | |||||
| Common Stock | 02/25/2025(1) | A | 14,350 | A | \$0 | 143,866(2)(3) | D | ||||
| Common Stock | 11,472(2) | I | By Rose Hitech Ltd. |
| Table II – Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security |
3. Transaction Date (Month/Day/Year) |
3A. Deemed Execution Date, if any (Month/Day/Year) |
4. 8) |
5. Transaction Number Code (Instr. of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction (s) (Instr. 4) |
10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
| Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount or Number of Shares |
Explanation of Responses:
The restricted stock units ("RSU") vest over three years as follows: 50% of RSUs will vest on a quarterly basis during the first year following the date of grant, 25% will vest on a quarterly basis during the second year following the date of grant and the remaining 25% will vest on a quarterly basis during the third year following the date of grant.
The number of shares beneficially owned reflects the 1-for-8 reverse stock split effected on April 1, 2024.
Gives effect to the expiration of RSUs that did not meet the criteria for vesting.
Remarks:
/s/ Zami Aberman 02/27/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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