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SILICOM LTD. Major Shareholding Notification 2018

Nov 5, 2018

34188_mrq_2018-11-05_2e49655e-b677-4740-9d7a-227760d0f780.zip

Major Shareholding Notification

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SC 13D/A 1 zk1822230.htm SC 13D/A Licensed to: ZKG Document created using EDGARfilings PROfile 4.5.0.0 Copyright 1995 - 2018 Broadridge

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

SILICOM LIMITED
(Name of Issuer)
Ordinary Shares, nominal value 0.01 New Israeli Shekels per Share
(Title of Class of Securities)
M84116 10 8
(CUSIP Number)
Zohar Zisapel 24 Raoul Wallenberg Street Tel-Aviv 69719 Israel +972-3-6458153.
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
November 2 , 2018
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

  • The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. M84116 10 8

SCHEDULE 13D/A

1 NAME OF REPORTING PERSON
Zohar Zisapel
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Israel
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER
924,730 Ordinary Shares
8 SHARED VOTING POWER
-0-
9 SOLE DISPOSITIVE POWER
924,730 Ordinary Shares
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
924,730 Ordinary Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.25% (1)
14 TYPE OF REPORTING PERSON
IN

(1) Based on 7,549,531 Ordinary Shares that the Issuer advised were issued and outstanding as of March 31, 2018.

Page 2 of 5 Pages

CUSIP No. M84116 10 8

SCHEDULE 13D/A

This Amendment No. 4 to the Statement on Schedule 13D (this “Statement”) is being filed by the undersigned to amend the schedule 13D (the “Schedule 13D”) which was originally filed on November 28, 2008, as amended and supplemented by Amendment No. 1 thereto filed on March 5, 2009 , by Amendment No. 2 thereto filed on June 13, 2018 and by Amendment No. 3 thereto filed on September 26, 2018, relates to the ordinary shares, nominal value 0.01 New Israeli Shekels per share (the “Ordinary Shares”), of Silicom Limited, a company organized under the laws of Israel (the “Issuer”). The address of the principal executive offices of the Issuer is 8 Hanagar Street, Kfar Saba Industrial Park, Kfar Saba 44000, Israel.

ITEM 5. Interest in Securities of the Issuer. Item 5 of the Statement is hereby amended and restated in its entirety as follows:

(a) The disclosure under Item 3 and Items 11 and 13 of the cover are incorporated herein by reference. The Reporting Person beneficially owns approximately 924,730 Ordinary Shares, or 12.25%, of the Company’s total number of Ordinary Shares that the Company advised were issued and outstanding as of March 31, 2018. Of such shares (i) 673,723 Ordinary Shares are held by the Reporting Person; and (ii) 251,007 Ordinary Shares are held of record by Lomsha Ltd., an Israeli company controlled by the Reporting Person. The Reporting Person has sole power to vote or direct the vote and the sole power to dispose or direct the disposition of all of the Ordinary Shares disclosed in Item 5(a) above.

(b) The following table sets forth all the transactions effected by the Reporting Person Since his last report on September 26, 2018. All of these transactions were open market sales effected on the NASDAQ Global Select Market.

(c) The following table sets forth all the transactions effected by the Reporting Person during the past 90 days. All of these transactions were open market sales effected on the NASDAQ Global Select Market.

Date of Sale — 02/11 /2018 3,249 43.30
02/11 /2018 13,465 43.16
01/11 /2018 45,745 43.35
31/10 /2018 6 ,000 44.67
31/10 /2018 2, 485 44.87
26/10 /2018 60,281 42.10
25/10 /2018 25 ,000 42.12
25/10 /2018 15 ,000 41.41
25/10 /2018 15 ,000 42.00
25/10 /2018 829 42 .50
25/10 /2018 15 ,000 42.07
25/10 /2018 7,473 42.23
23/10 /2018 100 39. 37
23/10 /2018 25 39.41
23/10 /2018 125 39.40
23/10 /2018 20 39 .50
23/10 /2018 90 39.43
23/10 /2018 60 39. 38
23/10 /2018 20 39. 36
23/10 /2018 80 39. 34

Page 3 of 5 Pages

Date of Sale Number of Ordinary Shares Sold Price Per Share
23/10 /2018 1,600 39. 20
23/10 /2018 618 39. 22
23/10 /2018 368 39. 21
23/10 /2018 200 39. 24
23/10 /2018 101 39. 23
22/10 /2018 7,500 39. 71
22/10 /2018 100 39. 83
22/10 /2018 100 39. 89
22/10 /2018 110 39. 84
22/10 /2018 200 39. 85
16/10 /2018 13,175 40. 30
05/10 /2018 8,669 40. 73
05/10 /2018 200 41.17
05/10 /2018 724 41.30
05/10 /2018 1 41.05
05/10 /2018 200 41. 25
05/10 /2018 100 41. 35
05/10 /2018 10 41. 37
05/10 /2018 100 41. 20
05/10 /2018 1,935 41.35
05/10 /2018 45 41.37
05/10 /2018 2,000 41.30
05/10 /2018 2,000 41.32
02/10 /2018 18,000 40. 55
28/09 /2018 15,000 40. 53
26/09 /2018 100 40. 33
26/09 /2018 660 40. 28
26/09 /2018 (40 ) 40. 44
26/09 /2018 67 40. 38
26/09 /2018 193 40. 32
26/09 /2018 79 40. 41
26/09 /2018 100 40. 43
26/09 /2018 215 40. 42
26/09 /2018 7 40. 39

Except for such transactions, the Reporting Person has not effected any transactions in the Ordinary Shares during the past ninety days.

(d) No person other than the Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares reported above in this Item 5(c).

(e) Not applicable.

Page 4 of 5 Pages

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: November 4 , 2018

/s/ Zohar Zisapel
ZOHAR ZISAPEL

Page 5 of 5 Pages