SCHEDULE: BRM Group Discloses 12% Stake in eToro Group Ltd.
Beneficial Ownership Disclosure
A group of Israeli entities, including BRM Group Ltd., has disclosed a 12.0% beneficial ownership stake in eToro Group Ltd.'s Class A common shares.
Summary
- BRM Group Ltd., A B Y Finance (eToro) 21 LP, Eli Barkat Ltd., and Yuval Rakavi Ltd. (collectively, the "Reporting Persons") have filed a Schedule 13G, indicating their collective beneficial ownership in eToro Group Ltd.
- The Reporting Persons collectively beneficially own 6,079,811 Class A common shares of eToro Group Ltd.
- This ownership represents 12.0% of eToro Group Ltd.'s Class A common shares outstanding.
- The percentage is calculated based on 50,510,868 total Class A common shares outstanding, which includes 47,220,866 Class A shares as of May 14, 2025, and 3,290,002 Class A shares issuable upon conversion of Class B common shares held by the Reporting Persons.
- All beneficially owned shares are subject to shared voting and shared dispositive power among the Reporting Persons.
- The investment and voting power for these shares are exercised by Arie Nachmias, Chief Financial Officer of BRM Group, and Eli Barkat, Active Chairman of BRM Group.
Sentiment
Score: 5
Explanation: The filing is a factual disclosure of beneficial ownership, providing no positive or negative operational or financial news for eToro Group Ltd.
Positives
- Disclosure of a significant, stable shareholder group holding 12.0% of Class A common shares, indicating a substantial and potentially long-term interest in eToro Group Ltd.
- The filing enhances transparency for investors by clearly detailing the beneficial ownership structure of a major shareholder group.
Future Outlook
This filing does not contain any forward-looking statements or guidance regarding eToro Group Ltd.'s future performance or strategic direction.
Management Comments
- Arie Nachmias, Chief Financial Officer of BRM Group Ltd., A B Y Finance (eToro) 21 LP, Eli Barkat Ltd., and Yuval Rakavi Ltd., signed the filing, certifying that the information set forth in the statement is true, complete, and correct to the best of his knowledge and belief.
Industry Context
This filing is a routine disclosure of a significant passive ownership stake in a publicly traded company, common in the financial technology (fintech) and online brokerage industry where early investors or founders often retain substantial holdings. It does not provide specific industry trends or competitive analysis.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Joint Filing Agreement | The Reporting Persons have entered into a Joint Filing Agreement in accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, agreeing to jointly file the Schedule 13G. | 08/25/2025 | This agreement streamlines regulatory compliance for the group and clarifies individual responsibilities for the accuracy of their respective information within the filing. |
Related Party Transactions
- The filing details a group of related entities (BRM Group, A B Y Finance, Eli Barkat Ltd., Yuval Rakavi Ltd.) acting in concert to hold a significant stake in eToro Group Ltd. Eli Barkat, an executive of BRM Group, is also a reporting person, indicating a pre-existing relationship among the reporting parties for investment purposes.
Stakeholder Impact
- Shareholders gain transparency regarding a significant ownership block, which can influence perceptions of company control and stability.
- The disclosure confirms the continued significant involvement of early investors or founders, which may be viewed positively by some stakeholders as a sign of commitment.
Key Dates
| Date | Description |
|---|---|
| 05/14/2025 | Date Class A common shares outstanding were reported by the Issuer in its prospectus. |
| 05/15/2025 | Date of event which required the filing of this statement (also the prospectus filing date). |
| 08/25/2025 | Date the Joint Filing Agreement was executed and the Schedule 13G was signed by the Reporting Persons. |
Keywords
eToro Group Ltd., BRM Group Ltd., A B Y Finance, Eli Barkat, Yuval Rakavi, Schedule 13G, beneficial ownership, Class A common shares, passive investment, institutional investor, Israel
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