SCHEDULE 13D/A: Alpha Capital Anstalt Amends Brenmiller Energy Stake, Discloses Recent Share Sales

Alpha Capital Anstalt has filed an Amendment No. 2 to its Schedule 13D, updating its beneficial ownership in Brenmiller Energy Ltd. to 17.161% and disclosing recent sales of ordinary shares.

Summary

• Alpha Capital Anstalt, a Liechtenstein entity, filed Amendment No. 2 to its Schedule 13D regarding its stake in Brenmiller Energy Ltd.
• As of May 9, 2025, Alpha Capital Anstalt beneficially owns 1,511,290 Ordinary Shares, representing 17.161% of Brenmiller Energy's outstanding shares.
• This percentage is based on 8,806,619 Ordinary Shares issued and outstanding as of April 24, 2025.
• The reporting person also holds Warrants to purchase 32,251 Ordinary Shares, subject to a contractually stipulated 9.99% ownership restriction.
• Recent sales by Alpha Capital Anstalt include 6,000 shares on May 7, 2025, at $1.01506; 5,000 shares on May 8, 2025, at $1.05000; 10,000 shares on May 9, 2025, at $1.06075; and 10,000 shares on May 12, 2025, at $1.0603.
• The filing also references a Private Placement Agreement from August 4, 2024 (amended November 4, 2024), where Alpha Capital Anstalt purchased 1,000,000 Ordinary Shares at $1.05 per share for gross proceeds of $1,050,000.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership changes and recent trading activity by a significant shareholder. While recent sales could be perceived slightly negatively, the overall holding remains substantial, and the filing itself is a standard regulatory update without strong positive or negative operational news from the company.

Positives

• Alpha Capital Anstalt maintains a significant beneficial ownership stake of 17.161% in Brenmiller Energy Ltd., indicating continued interest.

Negatives

• Alpha Capital Anstalt has recently sold a total of 31,000 Ordinary Shares between May 7, 2025, and May 12, 2025.

Risks

• The Reporting Person explicitly states the possibility of acquiring additional securities or selling all or a portion of its currently held securities in the open market or privately negotiated transactions, which could introduce volatility to the share price.

Future Outlook

Alpha Capital Anstalt stated that it may, at any time and from time to time, acquire additional securities of Brenmiller Energy Ltd. or retain or sell all or a portion of the securities then held, either in the open market or in privately negotiated transactions. No other specific future plans or proposals regarding the Issuer were disclosed.

Management Comments

• "The Reporting Person, at any time and from time to time, may acquire additional securities of the Issuer or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions."
• "Other than as described above, the Reporting Person does not have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a) (j) of Schedule 13D, although, depending on the factors disclosed herein, the Reporting Person may change its purpose or formulate different plans or proposals with respect therewith at any time."

Industry Context

This Schedule 13D amendment primarily details changes in a significant shareholder's beneficial ownership and recent trading activity, rather than providing insights into Brenmiller Energy Ltd.'s operational performance or broader industry trends. As such, it offers limited direct context on industry-wide developments or competitive positioning.

Comparison to Industry Standards

• This filing is a standard regulatory disclosure for changes in significant beneficial ownership (over 5%) and does not contain information suitable for direct comparison to industry-specific operational benchmarks, project results, or competitor performance. It focuses solely on the investment activities of Alpha Capital Anstalt in Brenmiller Energy Ltd.

Stakeholder Impact

• Shareholders: Changes in a significant shareholder's stake and trading activity can influence market perception and potentially share price volatility.

Next Steps

• Alpha Capital Anstalt may acquire additional securities of Brenmiller Energy Ltd.
• Alpha Capital Anstalt may sell all or a portion of its currently held securities.

Key Dates

Keywords

Brenmiller Energy Ltd., Alpha Capital Anstalt, Schedule 13D, Beneficial Ownership, Share Sales, Private Placement, SEC Filing, Ordinary Shares, Warrants