SIMILARWEB LTD. — Major Shareholding Notification 2022

Feb 7, 2022

SC 13G 1 formsc13g.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. __)

SIMILARWEB LTD.

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(Name of Issuer)

Common Stock

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(Title of Class of Securities)

M84137104

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(CUSIP Number)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

*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 the disclosures provided in a prior cover page.

The information required in 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 (“Act”) 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).

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| 1. | NAMES
OF REPORTING PERSON |
| --- | --- |
| | S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON |
| | Joseph
Vardi |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP: |
| | (a)
☐ |
| | (b)
☐ |
| 3. | SEC
USE ONLY |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION |
| | Israel |

| 5. | SOLE
VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON – 3,889,000 | |
| --- | --- | --- |
| 6. | SHARED
VOTING POWER – 0 | |
| 7. | SOLE
DISPOSITIVE POWER – 3,889,000 | |
| 8. | SHARED
DISPOSITIVE POWER - 0 | |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -3,889,000 | |
| 10. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | |
| | 5.2% | |
| 12. | TYPE
OF REPORTING PERSON | |
| | IN | |

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ITEM 1 (a) NAME OF ISSUER: Similarweb Ltd.

ITEM 1 (b) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

121 Menachem Begin Rd.

Tel Aviv-Yafo 6701203, Israel

ITEM 2 (a) NAME OF PERSON FILING:

Joseph Vardi

ITEM 2 (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

12 Shamir St

Tel Aviv 6969312

Israel

ITEM 2 (c) CITIZENSHIP:

Israel

ITEM 2 (d) TITLE OF CLASS OF SECURITIES:

Common Stock

ITEM 2 (e) CUSIP NUMBER:

M84137104

ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:

Not applicable.

ITEM 4 OWNERSHIP

| (a) | AMOUNT
BENEFICIALLY OWNED: 3,889,000 |
| --- | --- |
| (b) | PERCENT
OF CLASS: 5.2% |
| (c) | NUMBER
OF SHARES AS TO WHICH SUCH PERSON HAS: |

| (i) | SOLE
POWER TO VOTE OR DIRECT THE VOTE 3,889,000 |
| --- | --- |
| (ii) | SHARED
POWER TO VOTE OR DIRECT THE VOTE 0 |
| (iii) | SOLE
POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 3,889,000 |
| (iv) | SHARED
POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF 0 |

ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

Not applicable.

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ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

Not applicable.

ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

Not applicable.

ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP

Not applicable.

ITEM 9 NOTICE OF DISSOLUTION OF GROUP

Not applicable.

ITEM 10. CERTIFICATION.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

| (Date)
February 7, 2022 |
| --- |
| /s/
Joseph Vardi |

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