SCHEDULE: DUKE Robotics Corp. Schedule 13D Amendment
Schedule 13D Amendment
Multiple reporting persons have filed an amendment to their Schedule 13D regarding their beneficial ownership of DUKE Robotics Corp. common stock and warrants.
Summary
- This filing is an amendment (Amendment No. 3) to a Schedule 13D originally filed on July 6, 2021, by several reporting persons concerning their beneficial ownership of DUKE Robotics Corp. (the "Issuer").
- The amendment reports changes in beneficial ownership percentages due to an additional warrant amendment agreement dated March 10, 2026, a 1-for-25 reverse stock split effective March 6, 2026, and the Issuer's Nasdaq uplisting and public offering that closed on May 18, 2026.
- The reporting persons include Y.D More Investments Ltd., More Provident Funds & Pension Ltd., More Co-Invest (L.P.), Limited Partnership, B.Y.M. Mor Investments Ltd., Eli Levy, Yosef Levy, Benjamin Meirov, Yosef Meirov, Michael Meirov, and Dotan Meirov.
- The reporting persons collectively hold a significant stake, with some entities limited to 19.99% beneficial ownership due to a "blocker" provision on warrant exercises. Without this limitation, their holdings would represent a higher percentage of the Issuer's outstanding common stock.
- Specifically, Y.D More Investments Ltd., B.Y.M. Mor Investments Ltd., Eli Levy, Yosef Meirov, Michael Meirov, and Dotan Meirov each report beneficial ownership of 900,000 shares (450,000 shares and 450,000 underlying warrants), representing 19.99% of the class.
- More Provident Funds & Pension Ltd. reports beneficial ownership of 800,000 shares (400,000 shares and 400,000 underlying warrants), representing 19.99% of the class.
- More Co-Invest (L.P.), Limited Partnership reports beneficial ownership of 100,000 shares (50,000 shares and 50,000 underlying warrants), representing 2.9% of the class.
- Yosef Levy directly holds 12,000 shares and 12,000 underlying warrants, in addition to his indirect holdings.
- The reporting persons state their securities were acquired for investment purposes and they will continue to review their investments, potentially acquiring or disposing of securities based on various factors.
- The warrants held by MPF, MCI LP, and Yosef Levy had their exercise expiration date extended from May 11, 2026, to May 1, 2031, with the exercise price remaining $16.25 per share (adjusted for the reverse stock split) and the 19.99% ownership blocker in effect.
- The Issuer's common stock and warrants commenced trading on the Nasdaq Capital Market under symbols "DUKR" and "DUKRW" respectively, following the public offering that closed on May 18, 2026.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this filing as neutral to slightly positive, primarily due to the successful Nasdaq uplisting and public offering, which are significant corporate achievements. However, the focus on ownership percentages and warrant limitations tempers an overwhelmingly positive sentiment.
Positives
- The Issuer successfully completed a Nasdaq uplisting and a public offering on May 18, 2026, which is a significant milestone for growth and visibility.
- Warrant expiration dates have been extended to May 1, 2031, providing a longer timeframe for potential exercise and investment realization.
- The reporting persons are actively reviewing their investments and may continue to acquire securities, indicating ongoing confidence in the Issuer's prospects.
Negatives
- The "blocker" provision limits the exercise of warrants to ensure no single reporting person exceeds 19.99% beneficial ownership, potentially capping their direct influence or upside if the stock price rises significantly.
- The reporting persons disclaim beneficial ownership of securities not directly held, and deny the existence of a "group" for legal purposes, which could have implications for coordinated actions.
Risks
- The reporting persons' future actions regarding their investment in DUKE Robotics Corp. are subject to continuous review and could include acquiring additional securities, exercising warrants, or selling their holdings at any time without prior notice.
- The "blocker" provision on warrant exercises limits the percentage of beneficial ownership, which could impact the reporting persons' ability to gain a controlling stake or fully realize potential gains if the stock price increases substantially.
Future Outlook
The reporting persons intend to review their investments in the Issuer on a continuing basis and may, at any time and from time to time, acquire additional securities, exercise warrants, or sell or otherwise dispose of their securities, depending on various factors including the Issuer's business, financial condition, operations, prospects, and market conditions.
Management Comments
- The reporting persons state that the securities were acquired for investment purposes.
- The reporting persons state that they do not currently 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 this could change.
- Each reporting person disclaims beneficial ownership of any securities except for those they directly hold (specifically Yosef Levy for his personal holdings).
Industry Context
StockSavvy.ai notes that this Schedule 13D amendment reflects significant activity around DUKE Robotics Corp., including a reverse stock split, a Nasdaq uplisting, and a public offering. The involvement of multiple investment entities and individuals, particularly with holdings approaching the 19.99% threshold, suggests a concentrated ownership structure and potential for strategic influence or future transactions within the robotics or technology sector.
Stakeholder Impact
- Shareholders: The public offering and Nasdaq uplisting may increase liquidity and visibility for the stock. The reporting persons' significant stake and potential future transactions could influence share price and corporate strategy.
- Creditors: The capital raised through the public offering could strengthen the company's financial position, potentially benefiting creditors.
- Employees: A successful uplisting and offering can signal company growth and stability, potentially impacting employee morale and future opportunities.
Next Steps
- The reporting persons will continue to review their investments in the Issuer.
- The reporting persons may, from time to time, acquire additional securities, exercise warrants, or sell or otherwise dispose of their securities.
Key Dates
| Date | Description |
|---|---|
| 2021-07-06 | Original Schedule 13D filing date. |
| 2024-01-29 | Amendment No. 1 filing date. |
| 2024-06-25 | Amendment No. 2 filing date. |
| 2026-03-04 | Issuer filed Certificate of Amendment for reverse stock split. |
| 2026-03-06 | Effective date of the 1-for-25 reverse stock split. |
| 2026-03-10 | Date of additional Warrant Amendment Agreement extending exercise term. |
| 2026-05-14 | Issuer entered into underwriting agreement for public offering. |
| 2026-05-18 | Closing date of the public offering and Nasdaq uplisting. |
| 2026-05-19 | Date as of which outstanding shares of common stock were reported in Issuer's Form 10-Q. |
| 2026-05-20 | Date of Issuer's Quarterly Report on Form 10-Q filing. |
| 2026-06-02 | Date of signatures on Amendment No. 3. |
Recommendation
holdThe filing details a significant corporate event (Nasdaq uplisting and public offering) and changes in beneficial ownership, but it does not provide new operational or financial performance data. The reporting persons' stated intent to review investments and potential future actions, coupled with the existing warrant limitations, warrants a 'hold' recommendation pending further clarity on the company's strategic direction and financial performance post-offering.
Keywords
Schedule 13D, DUKE Robotics Corp., Beneficial Ownership, Warrants, Stock Split, Nasdaq Uplisting, Public Offering, Investment, Reporting Persons, SEC Filing
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