Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 6)*
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Foresight Autonomous Holdings Ltd. (Name of Issuer) |
Ordinary Shares (Title of Class of Securities) |
345523203 (CUSIP Number) |
03/31/2025 (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)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 345523203 |
| 1 | Names of Reporting Persons
Haim Siboni | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
ISRAEL
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
46,183,789.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
7.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Consists of options to purchase 9,113,000 Ordinary Shares exercisable within 60 days of March 31, 2025 and 2,250,000 restricted share units ("RSUs") that vest within 60 days of March 31, 2025, owned by Haim Siboni. Haim Siboni also owns options to purchase 1,000,000 Ordinary Shares and 6,750,000 RSUs that will not vest within 60 days of March 31, 2025. Consists of 34,820,789 Ordinary Shares owned by Magna - B.S.P. Ltd. Haim Siboni is the chief executive officer and a director of Magna - B.S.P. Ltd. Based on 597,572,886 Ordinary Shares outstanding as of May 13, 2025.
SCHEDULE 13G
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| CUSIP No. | 345523203 |
| 1 | Names of Reporting Persons
Magna - B.S.P. Ltd. | ||||||||
| 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
ISRAEL
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
34,820,789.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
5.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Consists of 34,820,789 Ordinary Shares owned by Magna - B.S.P. Ltd. Based on 597,572,886 Ordinary Shares outstanding as of May 13, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Foresight Autonomous Holdings Ltd. | |
| (b) | Address of issuer's principal executive offices:
3 GOLDA MEIR STREET, NESS ZIONA, L3, 7414001 | |
| Item 2. | ||
| (a) | Name of person filing:
This Statement is filed on behalf of Haim Siboni and Magna - B.S.P. Ltd. (the "Reporting Persons"). | |
| (b) | Address or principal business office or, if none, residence:
Rotem Industrial Park D.N. Arava, Arava, 86800 Israel | |
| (c) | Citizenship:
Israel | |
| (d) | Title of class of securities:
Ordinary Shares | |
| (e) | CUSIP No.:
345523203 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
46,183,789 | |
| (b) | Percent of class:
7.7% %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
Haim Siboni has sole power to vote or to direct the vote of the Ordinary Shares underlying options to purchase 9,113,000 Ordinary Shares exercisable within 60 days of March 31, 2025 and 2,250,000 RSUs that vest within 60 days of March 31, 2025. Haim Siboni also owns options to purchase 1,000,000 Ordinary Shares and 6,750,000 RSUs that will not vest within 60 days of March 31, 2025. | ||
| (ii) Shared power to vote or to direct the vote:
46,183,7892 | ||
| (iii) Sole power to dispose or to direct the disposition of:
Haim Siboni has sole power to dispose or to direct the disposition of options to purchase 9,113,000 Ordinary Shares exercisable within 60 days of March 31, 2025 and 2,250,000 RSUs that vest within 60 days of March 31, 2025. Haim Siboni also owns 6,750,000 RSUs that will not vest within 60 days of March 31, 2025. | ||
| (iv) Shared power to dispose or to direct the disposition of:
46,183,7892 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Exhibit Information
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Exhibit Index Joint Filing Agreement, dated as of May 14, 2025, by and between Haim Siboni and Magna - B.S.P. Ltd. |