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Pluri Inc.

Major Shareholding Notification Feb 28, 2025

6990_rns_2025-02-27_f9e6fb1b-4a81-4b2e-be3d-eaaa5f7ac368.pdf

Major Shareholding Notification

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FORM 4 UNITED STATES SECURITIES AND EXCHANGE

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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)
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:

  1. 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.

  2. The number of shares beneficially owned reflects the 1-for-8 reverse stock split effected on April 1, 2024.

  3. 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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