Pluri Inc.

Registration Form • Dec 30, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL

Washington, D.C. 20549 FORM D

OMB Number: 3235-0076 Estimated average burden hours per response 4.00

Notice of Exempt Offering of Securities

1. Issuer's Identity
CIK (Filer ID Number)	Previous Names	None	Entity Type
0001158780	PLURISTEM THERAPEUTICS INC		X Corporation Limited Partnership Limited Liability Company
Name of Issuer	PLURISTEM LIFE SYSTEMS INC		General Partnership Business Trust Other (Specify)
Pluri Inc.	AI SOFTWARE INC
Jurisdiction of Incorporation/Organization NEVADA Year of Incorporation/Organization X Over Five Years Ago Within Last Five Years (Specify Year) Yet to Be Formed
2. Principal Place of Business and Contact Information
Name of Issuer Pluri Inc. Street Address 1 MATAM ADVANCED TECHNOLOGY PARK City HAIFA ISRAEL	State/Province/Country	Street Address 2 BUILDING NO. 5 ZIP/PostalCode 3508409	Phone Number of Issuer 972-74-710-7171
3. Related Persons
Last Name Yanay Street Address 1 Matam Advanced Technology Park City Haifa Relationship: X Executive Officer	First Name Yaky Street Address 2 Building No. 5 State/Province/Country ISRAEL Director	Promoter	Middle Name ZIP/PostalCode 3508409
Clarification of Response (if Necessary):
Chief Executive Officer and President
Last Name Franco-Yehuda Street Address 1 Matam Advanced Technology Park City Haifa Relationship: X Executive Officer	First Name Chen Street Address 2 Building No. 5 State/Province/Country ISRAEL Director	Promoter	Middle Name ZIP/PostalCode 3508409
Clarification of Response (if Necessary):
Chief Financial Officer
Last Name Aberman Street Address 1 Matam Advanced Technology Park City Haifa Relationship: Executive Officer	First Name Zami Street Address 2 Building No. 5 State/Province/Country ISRAEL X Director	Promoter	Middle Name ZIP/PostalCode 3508409
Clarification of Response (if Necessary):
Chairman of the Board of Directors

Last Name	First Name	Middle Name
Birger Street Address 1	Doron Street Address 2
Matam Advanced Technology Park	Building No. 5
City Haifa	State/Province/Country ISRAEL	ZIP/PostalCode 3508409
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Levi	Rami
Street Address 1 Matam Advanced Technology Park	Street Address 2 Building No. 5
City	State/Province/Country	ZIP/PostalCode
Haifa Relationship: Executive Officer	ISRAEL X Director Promoter	3508409
Clarification of Response (if Necessary):
Last Name Shalev	First Name Varda	Middle Name
Street Address 1	Street Address 2
Matam Advanced Technology Park City	Building No. 5 State/Province/Country	ZIP/PostalCode
Haifa	ISRAEL	3508409
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Shemesh-Rasmussen	Maital
Street Address 1 Matam Advanced Technology Park	Street Address 2 Building No. 5
City	State/Province/Country	ZIP/PostalCode
Haifa Relationship: Executive Officer	ISRAEL X Director Promoter	3508409
Clarification of Response (if Necessary):
4. Industry Group
Agriculture	Health Care	Retailing
Banking & Financial Services	X Biotechnology	Restaurants
Commercial Banking	Health Insurance	Technology
Insurance	Hospitals & Physicians	Computers
Investing	Pharmaceuticals	Telecommunications
Investment Banking	Other Health Care	Other Technology
Pooled Investment Fund	Manufacturing	Travel
Is the issuer registered as an investment company under	Real Estate	Airlines & Airports
the Investment Company Act of 1940?	Commercial	Lodging & Conventions Tourism & Travel
Yes No	Construction REITS & Finance	Services
Other Banking & Financial Services	Residential	Other Travel
Business Services	Other Real Estate	Other
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy

5. Issuer Size
Revenue Range	OR	Aggregate Net Asset Value Range
No Revenues		No Aggregate Net Asset Value
\$1 - \$1,000,000		\$1 - \$5,000,000
\$1,000,001 - \$5,000,000		\$5,000,001 - \$25,000,000
\$5,000,001 - \$25,000,000		\$25,000,001 - \$50,000,000
\$25,000,001 - \$100,000,000		\$50,000,001 - \$100,000,000
Over \$100,000,000		Over \$100,000,000
X Decline to Disclose		Decline to Disclose
Not Applicable		Not Applicable
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
Rule 504(b)(1) (not (i), (ii) or (iii)) Rule 504 (b)(1)(i)		X Rule 506(b) Rule 506(c)
Rule 504 (b)(1)(ii)		Securities Act Section 4(a)(5)
Rule 504 (b)(1)(iii)		Investment Company Act Section 3(c)
		Section 3(c)(1) Section 3(c)(9)
		Section 3(c)(2) Section 3(c)(10)
		Section 3(c)(3) Section 3(c)(11)
		Section 3(c)(4) Section 3(c)(12)
		Section 3(c)(5) Section 3(c)(13)
		Section 3(c)(6) Section 3(c)(14)
		Section 3(c)(7)
7. Type of Filing
X New Notice Amendment		Date of First Sale 2022-12-13 First Sale Yet to Occur
8. Duration of Offering
Does the Issuer intend this offering to last more than one year?		Yes X No
9. Type(s) of Securities Offered (select all that apply)
X Equity		Pooled Investment Fund Interests
Debt		Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security		Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security		Other (describe)
10. Business Combination Transaction
merger, acquisition or exchange offer?		Is this offering being made in connection with a business combination transaction, such as a Yes X No
Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor \$ 0 USD
12. Sales Compensation
Recipient		Recipient CRD Number X None

(Associated) Broker or Dealer X None (Associated) Broker or Dealer CRD Number X None

Street Address 1 Street Address 2

City	State/Province/Country	ZIP/Postal Code
State(s) of Solicitation AL AK IL IN MT NE RI SC	All States Non-US/Foreign AZ AR CA CO IA KS KY LA NV NH NJ NM SD TN TX UT	CT DE DC FL GA ME MD MA MI MN NY NC ND OH OK VT VA WA WV WI	HI ID MS MO OR PA WY PR
	13. Offering and Sales Amounts
Total Offering Amount Total Amount Sold Total Remaining to be Sold	\$ 8,469,323 USD \$ 8,469,323 USD \$ 0 USD Clarification of Response (if Necessary):	or Indefinite or Indefinite
14. Investors
invested in the offering. invested in the offering:	not qualify as accredited investors, enter the total number of investors who already have	Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have Regardless of whether securities in the offering have been or may be sold to persons who do	14
	15. Sales Commissions & Finder's Fees Expenses
Sales Commissions Finders' Fees 16. Use of Proceeds	expenditure is not known, provide an estimate and check the box next to the amount. \$ 0 USD Estimate \$ 0 USD Estimate Clarification of Response (if Necessary):	Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an
		Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to
	above. If the amount is unknown, provide an estimate and check the box next to the amount. \$ 0 USD	any of the persons required to be named as executive officers, directors or promoters in response to Item 3 Estimate
	Clarification of Response (if Necessary):
Signature and Submission
and submitting this notice. Terms of Submission		Please verify the information you have entered and review the Terms of Submission below before signing
	In submitting this notice, each identified issuer is:
furnished to offerees.*		• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information

• Irrevocably appointing each of the Secretary of the SEC and the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept

service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes; or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506 (d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
Pluri Inc.		Chen Franco Yehuda	Chief Financial Officer	2022-12-30

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.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.