Ordinary Shares, par value NIS 0.1 per share
|
M8694L103
|
(Title of class of securities)
|
(CUSIP number)
|
1
|
NAME OF REPORTING PERSONS
M. Arkin Dermatology Ltd.
I.R.S. IDENTIFICATION NO.
OR ABOVE PERSON (ENTITIES ONLY):
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) ☐
(b) ☐
|
|
3
|
SEC Use Only
|
|
4
|
SOURCE OF FUNDS:
WC
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER:
0
|
8
|
SHARED VOTING POWER:
14,432,266 (*) (**)
|
|
9
|
SOLE DISPOSITIVE POWER:
0
|
|
10
|
SHARED DISPOSITIVE POWER:
14,432,266 (*) (**)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON:
14,432,266 (*) (**)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
61.84% (**) (***)
|
|
14
|
TYPE OF REPORTING PERSON:
CO
|
1
|
NAME OF REPORTING PERSONS
Moshe Arkin
I.R.S. IDENTIFICATION NO.
OR ABOVE PERSON (ENTITIES ONLY):
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) ☐
(b) ☐
|
|
3
|
SEC Use Only
|
|
4
|
SOURCE OF FUNDS:
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER:
86,000 (**)
|
8
|
SHARED VOTING POWER:
14,432,266 (*) (**)
|
|
9
|
SOLE DISPOSITIVE POWER:
86,000 (**)
|
|
10
|
SHARED DISPOSITIVE POWER:
14,432,266 (*) (**)
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON:
14,518,266 (**)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
62.21% (**) (***)
|
|
14
|
TYPE OF REPORTING PERSON:
IN
|
1.
2.
3.
4.
|
Joint Filing Agreement, dated as of February 12, 2018, by and among the Reporting Persons (incorporated by reference to Exhibit 1 to the
Original Schedule 13D).
Board resolution of M. Arkin Dermatology Ltd. (incorporated by reference to Exhibit 2 to the Original Schedule 13D).
Registration Rights Agreement (incorporated by reference to Exhibit 99.2 of Sol-Gel’s Form 6-K filed with the Securities and Exchange Commission on February 6, 2018).
Subscription Agreement, dated February 13, 2020, between Sol-Gel and M. Arkin Dermatology Ltd (incorporated by reference to Exhibit 1.2 of Sol-Gel’s Form 6-K filed with the Securities and
Exchange Commission on February 14, 2020).
|
|
Dated: April 20, 2020
M. Arkin Dermatology Ltd.
/s/ Moshe Arkin
Name: Moshe Arkin
Title: Director
Moshe Arkin
/s/ Moshe Arkin
Name: Moshe Arkin
|