Major Shareholding Notification • Feb 28, 2025
Major Shareholding Notification
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| FORM 4 |
|---|
| -------- |
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* Manieu Alexandre Weinstein |
2. Issuer Name and Ticker or Trading Symbol Pluri Inc. [ PLUR ] |
5. Relationship of Reporting Person(s) to Issuer (Check all applicable) 10% Owner |
||||||
|---|---|---|---|---|---|---|---|---|
| (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) |
X | Other (specify below) |
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| 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. Transaction Code (Instr. 8) |
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr. 4) |
|||||
| Code | V | Amount | (A) or (D) |
Price | Transaction(s) (Instr. 3 and 4) |
|||||||
| Common Stock | 02/25/2025(1) | A | 10,250 | A | \$0 | 10,250 | D | |||||
| Common Stock | 1,383,948 | I | Shares indirectly held through Chutzpah Holdings Limited (2) |
| 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. 3. Transaction 3A. Deemed 4. Conversion Date Execution Date, if or Exercise (Month/Day/Year) any Price of (Month/Day/Year) 8) Derivative Security |
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) |
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| Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount or Number of Shares |
Explanation of Responses:
The RSUs 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.
Mr. Weinstein indirectly owns 100% of Chutzpah Holdings Limited and may be deemed to beneficially own securities owned by, Chutzpah Holdings Limited. Neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Weinstein is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any securities owned by Chutzpah Holding Limited. Mr. Weinstein disclaims beneficial ownership of such securities covered by this statement, except to the extent of his pecuniary interest in such securities. Remarks:
/s/ Alexandre Weinstein Manieu 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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