Form 4: Odysight.ai 10% Owner Sells Shares

Y.D. More Investments Ltd, a 10% owner and director of Odysight.ai Inc., reported sales of common stock totaling 324,093 shares in early January 2026.

Summary

• Y.D. More Investments Ltd, a 10% owner and director of Odysight.ai Inc. (ODYS), reported transactions involving the sale of common stock.
• On January 5, 2026, 650 shares of common stock were sold directly at a price of $3.26 per share.
• On January 6, 2026, an additional 323,443 shares of common stock were sold directly at a price of $3.33 per share.
• These transactions were conducted pursuant to a Rule 10b5-1(c) plan, indicating they were pre-scheduled.
• Following these sales, Y.D. More Investments Ltd, through its subsidiary More Mutual Funds Management (2013) Ltd., holds 0 shares directly.
• Indirect beneficial ownership remains at 543,932 shares via More Investment House Portfolio Management Ltd. and 460,661 shares via More Provident Funds & Pension Ltd. (no transactions were effected on these shares).
• The reporting person also indirectly holds 432,099 warrants to purchase common stock at an exercise price of $10.35, which expire on March 31, 2026 (no transactions were effected on these warrants).

Sentiment

Score: 4

Explanation: The sale of a substantial number of shares by a 10% owner and director, even under a 10b5-1 plan, generally carries a negative sentiment as it suggests a reduction in insider exposure. While the 10b5-1 plan mitigates the immediate 'bad news' aspect, it doesn't negate the fact of divestment.

Positives

• The sales were conducted under a Rule 10b5-1 plan, which suggests the transactions were pre-scheduled and not an immediate reaction to new, potentially negative, company-specific information.

Negatives

• A 10% owner and director selling a significant number of shares (324,093 shares) could be perceived negatively by the market, potentially signaling a reduction in insider confidence or a need for liquidity.

Risks

• Investor perception risk: Sales by a significant insider can sometimes lead to negative market sentiment or speculation about the company's future prospects, even if pre-planned.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding the company's future performance or strategic direction, as it is primarily a report of insider transactions.

Management Comments

• "The securities reported in this Form 4 are beneficially owned by Y.D. More Investments Ltd and by entities that are direct or indirect, wholly-owned or majority-owned, subsidiaries of Y.D. More Investments Ltd (the 'Subsidiaries')."
• "The economic interest in a portion of the securities covered by this report is held for the benefit of public investors or members in, among others, mutual funds, investment portfolios, investment funds and exchange traded funds (which are known in Israel as index-linked certificates), which are managed by the Subsidiaries."
• "This Form 4 shall not be construed as an admission by Y.D. More Investments Ltd or by any of its Subsidiaries that either is the beneficial owner of any of such securities, and each of Y.D. More Investments Ltd and its Subsidiaries disclaim beneficial ownership of any such securities except to the extent of their respective pecuniary interests therein."

Industry Context

This Form 4 filing reports insider trading activity and does not provide information directly related to broader industry trends or the competitive landscape. The transactions reflect an individual insider's portfolio management rather than a company-wide strategic move.

Related Party Transactions

• The filing notes that Y.D. More Investments Ltd and its subsidiaries manage funds where public investors hold economic interest in some of the reported securities. However, no specific related party transactions beyond this beneficial ownership structure are detailed.

Stakeholder Impact

• Shareholders: May interpret the insider sale as a negative signal, potentially leading to downward pressure on the stock price due to concerns about insider confidence.
• Management: Could face questions regarding the insider's confidence in the company's future, particularly if the market reacts negatively to the news.

Next Steps

• The filing does not specify any future actions or milestones for the company or the reporting person beyond the reported transactions.

Key Dates

Recommendation

While the sale by a 10% owner and director is a negative signal, the fact that it was executed under a Rule 10b5-1 plan suggests it was pre-scheduled and not necessarily a reaction to new, adverse information. Given the lack of other company-specific news in this filing, a 'hold' recommendation is appropriate to observe future company performance and further insider activity before making a more definitive 'buy' or 'sell' decision. The remaining indirect holdings and warrants still represent a significant stake.

Keywords

Odysight.ai, ODYS, SEC Form 4, Insider Trading, Stock Sale, Y.D. More Investments, 10b5-1 Plan, Director Sale, 10% Owner