SCHEDULE 13G/A: Phoenix Financial Ltd. Discloses 13.23% Stake in Odysight.ai Inc.
Beneficial Ownership Disclosure
Phoenix Financial Ltd. has filed an amended Schedule 13G, revealing a beneficial ownership of 13.23% in Odysight.ai Inc.'s common stock as of March 31, 2025.
Summary
- Phoenix Financial Ltd. reported beneficial ownership of 2,157,688.56 shares of Odysight.ai Inc. common stock.
- This represents 13.23% of Odysight.ai Inc.'s total ordinary shares outstanding.
- The percentage is calculated based on 16,307,321 ordinary shares outstanding as of March 20, 2025, as reported by Odysight.ai Inc. in its Form 10-K filed on March 26, 2025.
- The beneficial ownership is held by various direct or indirect, majority or wholly-owned subsidiaries of Phoenix Financial Ltd.
- Of the total, 323,653 ordinary shares (1.98%) are held by The Phoenix "nostro" accounts, and 1,834,035.56 ordinary shares (11.25%) are held by Partnership for Israeli shares.
- Phoenix Financial Ltd. disclaims the existence of a group for Section 13(d) purposes and any beneficial ownership beyond their actual pecuniary interest.
Sentiment
Score: 5
Explanation: A Schedule 13G filing is a routine disclosure of beneficial ownership and typically carries a neutral sentiment, as it primarily serves a compliance function rather than conveying positive or negative operational news.
Risks
- The filing explicitly states that neither the filing nor its contents shall be deemed to constitute an admission by either the Filing Persons or Subsidiaries that a group exists for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose, and each reporting person disclaims the existence of any such group.
- Each of the Filing Persons and Subsidiaries disclaims any beneficial ownership of the securities covered by this report in excess of their actual pecuniary interest therein.
Future Outlook
NA
Management Comments
- "Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions."
- "Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission by either the Filing Persons or Subsidiaries that a group exists for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose, and each reporting person disclaims the existence of any such group."
- "In addition, each of the Filing Persons and Subsidiaries disclaims any beneficial ownership of the securities covered by this report in excess of their actual pecuniary interest therein."
- "This Statement shall not be construed as an admission by the Filing Persons or Subsidiaries that they are the beneficial owners of any of the Ordinary Shares covered by this Statement."
- "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11."
Industry Context
This filing indicates a significant institutional investment by Phoenix Financial Ltd., a major Israeli financial group, in Odysight.ai Inc. While the filing itself doesn't detail industry trends, such a substantial stake by a financial institution suggests a long-term investment perspective, potentially signaling confidence in Odysight.ai's sector or business model. It reflects a common practice of large financial entities holding passive investment stakes in publicly traded companies.
Related Party Transactions
- Phoenix Financial Ltd. reports that 1,834,035.56 ordinary shares (11.25% of total outstanding) are beneficially owned by 'Partnership for Israeli shares', where all ownership rights belong to companies within the Phoenix Group, indicating an intra-group transaction.
Stakeholder Impact
- Shareholders: Increased transparency regarding a significant institutional holder's stake. The presence of a large institutional investor like Phoenix Financial Ltd. might be viewed positively by other shareholders as a sign of confidence, though the filing explicitly states a passive investment intent.
- Management: Awareness of a significant shareholder, though the filing indicates a passive investment without intent to influence control.
Key Dates
| Date | Description |
|---|---|
| 2019-12-12 | Date of resolution of the Board of Directors of Phoenix Financial Ltd. (Exhibit 1 reference). |
| 2022-02-07 | Date of previous Schedule 13G filing where Exhibit 1 was incorporated by reference. |
| 2025-03-20 | Date as of which Odysight.ai Inc. reported 16,307,321 Ordinary Shares outstanding in its Form 10-K. |
| 2025-03-26 | Date Odysight.ai Inc. filed its Form 10-K with the SEC, reporting outstanding shares. |
| 2025-03-31 | Date of event which requires filing of this statement (reporting date for beneficial ownership). |
| 2025-06-05 | Date the Schedule 13G Amendment No. 8 was signed and filed. |
Keywords
Odysight.ai inc, Phoenix Financial Ltd., Schedule 13G, beneficial ownership, common stock, SEC filing, institutional ownership, investment, equity stake, Israel
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