Purple Biotech Ltd.

Regulatory Filings • Jul 16, 2024

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
0001614744 Name of Issuer	Kitov Pharma Ltd.		X Corporation Limited Partnership
PURPLE BIOTECH LTD.			Limited Liability Company
Jurisdiction of Incorporation/Organization			General Partnership
ISRAEL Year of Incorporation/Organization			Business Trust
X Over Five Years Ago			Other (Specify)
Within Last Five Years (Specify Year)
Yet to Be Formed
2. Principal Place of Business and Contact Information
Name of Issuer
PURPLE BIOTECH LTD.
Street Address 1		Street Address 2
4 OPPENHEIMER STREET		SCIENCE PARK
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
REHOVOT ISRAEL		7670104	+972-3-933-3121
3. Related Persons
Last Name	First Name		Middle Name
Efron Street Address 1	Gil Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country		ZIP/PostalCode
Rehovot Relationship: X Executive Officer	ISRAEL Director	Promoter	7670104
Clarification of Response (if Necessary):
Chief Executive Officer
Last Name	First Name		Middle Name
Fhima	Lior
Street Address 1 4 Oppenheimer Street	Street Address 2 Science Park
City	State/Province/Country		ZIP/PostalCode
Rehovot	ISRAEL		7670104
Relationship: X Executive Officer	Director	Promoter
Clarification of Response (if Necessary):
Chief Financial Officer
Last Name	First Name		Middle Name
Rowinsky Street Address 1	Eric Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country		ZIP/PostalCode
Rehovot Relationship: Executive Officer	ISRAEL X Director	Promoter	7670104
Clarification of Response (if Necessary):
Chairman of the Board of Directors
Last Name	First Name		Middle Name
Israel Street Address 1	Isaac Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country		ZIP/PostalCode
Rehovot Relationship: Executive Officer	ISRAEL X Director	Promoter	7670104

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Rock	Simcha
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country	ZIP/PostalCode
Rehovot	ISRAEL	7670104
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Agmon	Ido
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country	ZIP/PostalCode
Rehovot	ISRAEL	7670104
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Gagnon	Robert
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country	ZIP/PostalCode
Rehovot	ISRAEL	7670104
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Nahum-Zilberberg	Suzana
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country	ZIP/PostalCode
Rehovot	ISRAEL	7670104
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Hershkovitz	Ori
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country	ZIP/PostalCode
Rehovot	ISRAEL	7670104
Relationship: Executive Officer	X Director Promoter
Clarification of Response (if Necessary):
Last Name	First Name	Middle Name
Reuveni	Hadas
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park
City	State/Province/Country	ZIP/PostalCode
Rehovot	ISRAEL	7670104
Relationship: X Executive Officer	Director Promoter
Clarification of Response (if Necessary):
Vice President of Research and Development
Last Name	First Name	Middle Name
Schickler	Michael
Street Address 1	Street Address 2
4 Oppenheimer Street	Science Park

City		State/Province/Country			ZIP/PostalCode
Rehovot Relationship:	X Executive Officer	ISRAEL	Director	Promoter	7670104
	Clarification of Response (if Necessary):
Head of Clinical and Regulatory Affairs
Last Name Morpurgo		First Name Ido			Middle Name
Street Address 1		Street Address 2
4 Oppenheimer Street City		Science Park State/Province/Country			ZIP/PostalCode
Rehovot		ISRAEL			7670104
Relationship:	X Executive Officer		Director	Promoter
	Clarification of Response (if Necessary):
Vice President of Operations
Last Name		First Name			Middle Name
Margolin Street Address 1		Yael Street Address 2
4 Oppenheimer Street		Science Park
City		State/Province/Country			ZIP/PostalCode
Rehovot Relationship:	Executive Officer	ISRAEL X	Director	Promoter	7670104
	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		Real Estate		Airlines & Airports
	an investment company under the Investment Company		Commercial		Lodging & Conventions
Act of 1940?			Construction		Tourism & Travel
Yes	No			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)) X Rule 506(b) Rule 504 (b)(1)(i) Rule 506(c) Rule 504 (b)(1)(ii) Securities Act Section 4(a)(5) Rule 504 (b)(1)(iii) Section 3(c)(1) Section 3(c)(2) Section 3(c)(3) Section 3(c)(4) Section 3(c)(5) Section 3(c)(6) Section 3(c)(7)	Investment Company Act Section 3(c) Section 3(c)(9) Section 3(c)(10) Section 3(c)(11) Section 3(c)(12) Section 3(c)(13) Section 3(c)(14)
7. Type of Filing
X New Notice Date of First Sale 2024-07-01 Amendment	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)
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 (describe) Other Right to Acquire Security
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? Clarification of Response (if Necessary):	X No Yes
11. Minimum Investment
Minimum investment accepted from any outside investor \$ 0 USD
12. Sales Compensation
Recipient H.C. Wainwright & Co., LLC X None (Associated) Broker or Dealer	Recipient CRD Number None 000000375 X None (Associated) Broker or Dealer CRD Number
Street Address 1 430 Park Avenue	Street Address 2
City State/Province/Country New York NEW YORK 10022	ZIP/Postal Code
State(s) of Solicitation All States Non-US/Foreign
AL AK AZ AR CA CO CT IL IN IA KS KY LA ME MT NE NV NH NJ NM X NY RI SC SD TN TX UT VT	DE DC FL GA HI ID MD MA MI MN MS MO NC ND OH OK OR PA VA WA WV WI WY PR

13. Offering and Sales Amounts
Total Offering Amount	\$ 4,506,807	USD	or	Indefinite
Total Amount Sold	\$ 4,506,807	USD
Total Remaining to be Sold	\$ 0	USD	or	Indefinite
Clarification of Response (if Necessary):
				This Form D is being filed in connection with the issuance of warrants to purchase up to an aggregate of 11,267,018 ADSs at an exercise price of \$0.40 per ADS, with each ADS representing 10 ordinary shares, no par value per share, of the Company.
14. Investors
invested in the offering. invested in the offering:				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 not qualify as accredited investors, enter the total number of investors who already have 2
15. Sales Commissions & Finder's Fees Expenses
expenditure is not known, provide an estimate and check the box next to the amount. Sales Commissions \$ 162,245 USD Finders' Fees \$ 0	Estimate USD Estimate			Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an
Clarification of Response (if Necessary):
				The placement agent (or its designees) also received warrants to purchase up to an aggregate of 394,346 ADSs at an exercise price of \$0.45 per ADS, each representing 10 ordinary shares, no par value per share, of the Company.
16. Use of Proceeds
				Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
		\$ 0 USD		Estimate
Clarification of Response (if Necessary):
Signature and Submission
and submitting this notice.				Please verify the information you have entered and review the Terms of Submission below before signing
Terms of Submission
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

• 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).

notice is filed.

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
PURPLE BIOTECH LTD.	/s/ Lior Fhima	Lior Fhima	Chief Financial Officer	2024-07-15

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.