Statement of Ownership (sc 13g)
17 February 2023 - 12:17AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
PLURI
INC.
(Name
of Issuer)
Common
Stock, par value $0.00001 per share
(Title
of Class of Securities)
72942G
104
(CUSIP
Number)
December 22, 2022
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
☐ |
Rule 13d-1(b) |
|
|
|
|
☒ |
Rule 13d-1(c) |
|
|
|
|
☐ |
Rule 13d-1(d) |
| * | The
remainder of this cover page shall be filled out for a reporting person’s initial filing
on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page. |
The
information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the Notes).
CUSIP
NO. 72942G 104
| 1. |
Names of
Reporting Persons
Shayna LP
|
| 2. |
Check
the Appropriate Box if a Member of a Group
(See Instructions)
|
(a)
☐
(b)
☐ |
| 3. |
SEC Use Only
|
| 4. |
Citizenship
or Place of Organization
Cayman Islands
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
5.
|
Sole Voting
Power
3,599,621
|
| 6. |
Shared Voting
Power
0
|
| 7. |
Sole Dispositive
Power
3,599,621
|
| 8. |
Shared Dispositive
Power
0
|
| 9. |
Aggregate
Amount Beneficially Owned by Each Reporting Person
3,599,621
|
| 10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
(See
Instructions) |
☐ |
| 11. |
Percent of
Class Represented by Amount in Row (9)
9.0%(2)
|
| 12. |
Type of Reporting
Person (See Instructions)
CO
|
| (1) |
Based
on 39,807,172 shares of Common Stock outstanding as reported in the Issuer’s report on Form 10-Q filed with the Securities
and Exchange Commission on February 13, 2023. |
Pluri
Inc.
| Item 1(b). | Address of Issuer’s Principal Executive Offices |
MATAM Advanced
Technology Park, Building No. 5 Haifa, Israel 3508409.
| Item 2(a). | Name of Person Filing |
This Schedule
is filed on behalf of each of the following Reporting Persons:
Shayna LP
| Item 2(b). | Address of Principal Business Offices
or, if None, Residence |
The address of
the Reporting Person is:
Shayna LP
CO Services,
P.O. Box 10008
Willow House,
Cricket Square
Grand Cayman,
KY1-1001
Cayman Islands
| Item 2(c). | Place
of Organization. |
Cayman Islands.
| Item 2(d). | Title of Class of Securities |
Common Shares
72942G
104
| Item 3. | If
the statement is being filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c),
check whether the filing person is a: |
Not
Applicable
| (a) |
☐ |
Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
| |
|
|
| (b) |
☐ |
Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| |
|
|
| (c) |
☐ |
Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
| |
|
|
| (d) |
☐ |
Investment company registered
under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| |
|
|
| (e) |
☐ |
An investment adviser in
accordance with § 240.13d-1(b)(1)(ii)(E); |
| |
|
|
| (f) |
☐ |
An employee benefit plan
or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
| |
|
|
| (g) |
☐ |
A parent holding company
or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
| |
|
|
| (h) |
☐ |
A savings association as
defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| |
|
|
| (i) |
☐ |
A church plan that is excluded
from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
| |
|
|
| (j) |
☐ |
A non-U.S. institution
in accordance with § 240.13d-1(b)(1)(ii)(J); |
| |
|
|
| (k) |
☐ |
Group, in accordance with
§ 240.13d-1(b)(1)(ii)(K). |
If
filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
__________________________________________________________________________
| (a) | Amount
beneficially owned: |
3,599,621
9.0%
| (c) | Number
of shares as to which the person has: |
| (i) | | Sole
power to vote or to direct the vote: |
See
Cover Pages Items 5-9
| (ii) | | Shared
power to vote or to direct the vote: |
See
Cover Pages Items 5-9
| (iii) | | Sole
power to dispose or to direct the disposition of: |
See
Cover Pages Items 5-9
| (iv) | | Shared
power to dispose or to direct the disposition of: |
See
Cover Pages Items 5-9
| Item 5. | Ownership
of Five Percent or Less of a Class |
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than 5 percent of the class of securities, check the following ☐.
| Item 6. | Ownership
of More Than Five Percent on Behalf of Another Person |
Not
Applicable
| Item 7. | Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
Not
Applicable
| Item 8. | Identification
and Classification of Members of the Group |
Not
Applicable
| Item 9. | Notice of Dissolution of Group |
Not
Applicable
By
signing below each Reporting Person certifies that, to the best of its 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.
SIGNATURE
After
reasonable inquiry and to the best of its knowledge and belief, each Reporting Person certifies that the information set forth in this
statement is true, complete and correct.
| Dated:
February 16, 2023 |
Shayna
LP |
| |
|
| |
/s/
Guy David Shantser |
| |
Name: |
Guy
David Shantser
|
| |
Title: |
General Partner |
Attention.
Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
6
Pluristem Therapeutics (NASDAQ:PSTI)
Historical Stock Chart
From Dec 2024 to Jan 2025
Pluristem Therapeutics (NASDAQ:PSTI)
Historical Stock Chart
From Jan 2024 to Jan 2025
