Form 4: Silexion Director Noy Reports Indirect Share & Option Grants

Silexion Therapeutics Director Shlomo Noy reported an acquisition of 1,587 ordinary shares and 1,872 stock options through indirect beneficial ownership via Guangzhou Sino-Israel Biotech Fund.

Summary

• Shlomo Noy, a Director and 10% Owner of Silexion Therapeutics Corp (SLXN), reported changes in beneficial ownership.
• On February 9, 2025, Noy indirectly acquired 1,587 ordinary shares underlying Restricted Stock Units (RSUs) granted by the Issuer to Guangzhou Sino-Israel Biotech Fund (GIBF) for director services.
• These 1,587 ordinary shares vest in full on February 9, 2026, subject to continued service.
• Also on February 9, 2025, Noy indirectly acquired 1,872 stock options to purchase ordinary shares, granted by the Issuer to GIBF for director services.
• These stock options have an exercise price of $18.9 per share and expire on February 9, 2035, vesting on February 9, 2026, subject to continued service.
• The reported share and option numbers, as well as the option exercise price, have been adjusted to reflect a 1-for-9 reverse share split on November 29, 2024, and a 1-for-15 reverse share split on July 29, 2025.
• Noy holds shared voting and investment authority over these securities as Chief Medical Officer of GIBF and disclaims beneficial ownership except for his indirect pecuniary interest.
• An additional 14,721 ordinary shares are indirectly owned by GIBF, included for informational purposes, also adjusted for both reverse share splits.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive due to a director and 10% owner increasing their stake through equity grants, signaling confidence. However, this is tempered by the negative implications of recent multiple reverse stock splits, which often indicate underlying company challenges.

Positives

• A director and 10% owner, Shlomo Noy, is increasing his indirect stake in the company through RSU and stock option grants, which can signal confidence in future performance.
• The grants are tied to director services, aligning management's interests with shareholder value through equity incentives.

Negatives

• The company has undergone two significant reverse stock splits (1-for-9 on November 29, 2024, and 1-for-15 on July 29, 2025), which often indicate a declining stock price or efforts to meet exchange listing requirements, potentially signaling underlying operational or financial challenges.

Risks

• The company's recent history of reverse stock splits (1-for-9 and 1-for-15) suggests potential challenges in maintaining a desirable share price or meeting exchange listing standards, which could impact investor confidence and liquidity.
• Shlomo Noy disclaims beneficial ownership of the securities reported except to the extent of his indirect pecuniary interest, indicating that his direct control or full economic interest in the shares may be limited.
• The vesting of RSUs and stock options is contingent on continued service, meaning the full benefit to the reporting person is not guaranteed if service is terminated.

Future Outlook

The acquired RSUs and stock options are scheduled to vest on February 9, 2026, contingent upon the reporting person's or Mr. Lushi's continued service through that date. The stock options have an expiration date of February 9, 2035.

Management Comments

• "The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted..." (from Power of Attorney signed by Shlomo Noy).

Industry Context

This Form 4 filing is specific to insider transactions at Silexion Therapeutics Corp, a company likely operating in the biotechnology or pharmaceutical sector given its name. While the filing itself doesn't provide industry-wide context, insider equity grants are a common practice across industries to incentivize and retain key personnel.

Comparison to Industry Standards

• The granting of RSUs and stock options to directors for services is a standard practice in corporate compensation across various industries, including biotech, to align director interests with long-term shareholder value.
• The use of a Rule 10b5-1 plan for pre-scheduled transactions is a common compliance mechanism for insiders to trade company securities without violating insider trading laws, reflecting adherence to regulatory best practices.
• Reverse stock splits, while not unique to Silexion, are generally viewed negatively by the market and are often implemented by companies across sectors to meet exchange listing requirements or improve stock perception, rather than as a sign of strong performance.

Management Changes

Corporate Governance

Related Party Transactions

• The ordinary shares and stock options were granted to Guangzhou Sino-Israel Biotech Fund (GIBF) for director services provided by Shlomo Noy and Avner Lushi. Shlomo Noy serves as Chief Medical Officer of GIBF and possesses shared voting and investment authority over these securities.

Stakeholder Impact

• Shareholders: The acquisition of shares and options by a director and 10% owner could be viewed as a positive signal of management's commitment and belief in the company's future. However, the recent reverse stock splits may raise concerns about the company's financial health and stock performance.
• Employees (specifically Shlomo Noy and Avner Lushi): The equity grants provide a direct financial incentive tied to their continued service and the company's stock performance, aligning their interests with long-term value creation.

Next Steps

• Monitoring the vesting of the 1,587 ordinary shares (RSUs) and 1,872 stock options on February 9, 2026, subject to continued service.

Key Dates

Keywords

Silexion Therapeutics, SLXN, Shlomo Noy, Form 4, Insider Transaction, Beneficial Ownership, Stock Options, RSU, Director, Reverse Stock Split, Corporate Governance, Equity Compensation