SCHEDULE: Migdal Discloses 4.4% Passive Stake in Sol-Gel Technologies

Migdal Sal Domestic Equities, a subsidiary of Migdal Insurance & Financial Holdings Ltd., has disclosed a 4.4% passive beneficial ownership in Sol-Gel Technologies Ltd. as of September 30, 2025.

Summary

• Migdal Sal Domestic Equities, a subsidiary of Migdal Insurance & Financial Holdings Ltd., reported beneficial ownership of 122,755 Ordinary Shares of Sol-Gel Technologies Ltd.
• This ownership represents 4.4% of the class of Sol-Gel Technologies Ltd.'s Ordinary Shares.
• The shares are held with sole voting power and sole dispositive power by Migdal Sal Domestic Equities.
• The reporting persons certify that the securities were not acquired and are not held for the purpose of changing or influencing the control of Sol-Gel Technologies Ltd.
• The shares are held for members of the public through provident funds, pension funds, and insurance policies managed by Migdal Sal Domestic Equities.

Sentiment

Score: 5

Explanation: The filing is a neutral disclosure of a passive ownership stake. It indicates institutional interest but provides no direct positive or negative operational news for the issuer.

Positives

• Disclosure of a significant institutional investment, indicating confidence in Sol-Gel Technologies Ltd. by a major financial group.
• The investment is passive, suggesting no immediate intent to influence company control, which can provide stability.

Negatives

• The reported beneficial ownership of 4.4% is below the 5% threshold that would typically trigger more detailed Schedule 13D filings, which could provide more insight into investment intent if it were an active stake.

Future Outlook

NA

Management Comments

• "The shares are held for members of the public through, among others, provident funds, pension funds and insurance policies, which are managed by Reporting Person." (From Migdal Sal Domestic Equities)
• "This Schedule 13G shall not be construed as an admission by the Reporting Person that it is the beneficial owner thereof." (From Migdal Sal Domestic Equities and Migdal Mutual Funds Ltd.)
• "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." (Certification by Migdal Insurance & Financial Holdings Ltd. and its subsidiaries)

Industry Context

This Schedule 13G filing indicates that a significant institutional investor, Migdal Insurance & Financial Holdings Ltd. through its subsidiary Migdal Sal Domestic Equities, has taken a passive stake in Sol-Gel Technologies Ltd. Such disclosures are common in the financial industry, providing transparency regarding large ownership positions, particularly when they are below the 5% threshold for active investment reporting (Schedule 13D). It signals institutional interest in the pharmaceutical or biotechnology sector, where Sol-Gel Technologies operates.

Stakeholder Impact

• Shareholders: Provides transparency regarding a significant institutional investor's passive stake, potentially signaling confidence in the company.
• Management: Awareness of a large, passive institutional holder, which typically does not seek to influence control.

Key Dates

Recommendation

This Schedule 13G filing indicates a passive institutional investment by Migdal Sal Domestic Equities in Sol-Gel Technologies Ltd., representing 4.4% of the ordinary shares. While it signals institutional interest, the filing itself does not provide sufficient operational or financial data to warrant a "buy" or "sell" recommendation. The investment is explicitly stated as not being for the purpose of influencing control, suggesting a long-term, passive holding. Therefore, a "hold" recommendation is appropriate, pending further analysis of Sol-Gel Technologies Ltd.'s financial performance and strategic outlook.

Keywords

Sol-Gel Technologies, Migdal Insurance, Migdal Sal Domestic Equities, Ordinary Shares, Beneficial Ownership, Schedule 13G, SEC Filing, Institutional Investment, Passive Stake, M8694L103