SCHEDULE: Alpha Capital Reduces Brenmiller Energy Stake to 21%

Alpha Capital Anstalt has further reduced its beneficial ownership in Brenmiller Energy Ltd. to 21.0465% through recent share sales.

Summary

• Alpha Capital Anstalt, the reporting person, beneficially owns 812,353 Ordinary Shares of Brenmiller Energy Ltd., representing 21.0465% of the outstanding shares.
• This percentage is based on 3,859,800 Ordinary Shares issued and outstanding as of September 16, 2025, post-reverse split.
• The reporting person also holds Warrants to purchase 6,450 Ordinary Shares and Warrants to purchase 631,579 Ordinary Shares, both subject to a 9.99% ownership restriction.
• Alpha Capital Anstalt engaged in several sales of Ordinary Shares between September 12, 2025, and September 17, 2025, totaling 63,599 shares for approximately $139,600.
• The sales occurred at average prices ranging from $2.1556325 to $2.2226589 per share.
• This filing is Amendment No. 5 to the original Schedule 13D filed on June 10, 2024, updating previous amendments.

Sentiment

Score: 3

Explanation: The sentiment is negative due to a significant beneficial owner consistently reducing its stake in the company. While the filing is purely factual, the action of a major shareholder selling off shares typically signals a lack of confidence or a strategic divestment, which can be interpreted negatively by the market.

Negatives

• A significant beneficial owner, Alpha Capital Anstalt, has continued to reduce its stake in Brenmiller Energy Ltd. through multiple share sales.
• The reduction in ownership by a major investor could signal a lack of confidence or a strategic shift away from the company, potentially impacting market sentiment negatively.

Risks

• The continued selling by a major shareholder like Alpha Capital Anstalt could exert downward pressure on Brenmiller Energy's stock price.
• The existence of warrants with a 9.99% ownership restriction means that Alpha Capital Anstalt cannot exercise these warrants if it would result in their ownership exceeding 9.99% of the outstanding shares, which could limit their ability to increase their stake or influence.

Future Outlook

This filing does not provide any forward-looking statements or guidance from Brenmiller Energy Ltd. or Alpha Capital Anstalt regarding the issuer's future performance.

Industry Context

This filing, a Schedule 13D amendment, primarily concerns changes in beneficial ownership by a significant investor and does not offer insights into broader industry trends or competitive landscape for Brenmiller Energy Ltd.

Stakeholder Impact

• Shareholders: May experience negative sentiment and potential downward pressure on the stock price due to a major investor reducing its holdings.
• Potential Investors: May view the selling activity as a cautionary signal, potentially affecting investment decisions.

Key Dates

Recommendation

The continued reduction of a significant stake by a major institutional investor like Alpha Capital Anstalt often signals a lack of conviction in the company's future prospects or a strategic reallocation of capital away from the investment. For a seasoned investor, such consistent selling by a large holder could be interpreted as a bearish signal, suggesting that the stock may face further downward pressure or that the company's fundamentals are not as strong as previously perceived. Therefore, a 'sell' recommendation is warranted based on this significant divestment activity.

Keywords

Brenmiller Energy, Alpha Capital Anstalt, Schedule 13D, Beneficial Ownership, Share Sale, Equity Stake, Warrants, Ownership Restriction