SC 13G: Beamr Imaging Ltd.

AI Summary

SC 13G filing by Beamr Imaging Ltd..

Risk Assessment

Risk Level: low

FAQ

Filing Documents

• ea0201994-13gdisrup3_beamr.htm (SC 13G) — 155KB
• ea020199401ex99-1_beamr.htm (EX-99.1) — 9KB
• 0001213900-24-023213.txt ( ) — 165KB

From the Filing

SC 13G 1 ea0201994-13gdisrup3_beamr.htm SCHEDULE 13G . UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* Beamr Imaging Ltd. (Name of Issuer) Ordinary Shares, par value NIS 0.05 per share (Title of Class of Securities) M1R79L104 (CUSIP Number) Shelly Shtrassberg, VP Finance Disruptive Technologies L.P. 11 HaManofim Street Herzliya, Israel 4672561 Telephone: +972-9-373-0069 With a copy to: Jonathan M. Nathan, Adv. Meitar Law Offices 16 Abba Hillel Road Ramat Gan 5250608, Israel Telephone: +972-3-610-3100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 2023 (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, as amended (the “ 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. M1R79L104 13G Page 2 of 12 Pages 1 NAMES OF REPORTING PERSONS Disruptive Technologies III L.P. 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 0 6 SHARED VOTING POWER 976,320 (1) 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 976,320 (1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 976,320 (1) 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.5% (2) 12 TYPE OF REPORTING PERSON (See Instructions) PN (1) Disruptive Technologies III L.P. (“ Disruptive III ”) holds the subject ordinary shares of the Issuer. Disruptive Technology Ltd. (the “ GP ”) is the sole general partner of Disruptive III. Tal Barnoach and Adam Rothstein serve as directors of, and may be deemed to control, the GP . As such, Disruptive III may be deemed to share beneficial ownership of the subject ordinary shares with each of the GP, Mr. Barnoach and Mr. Rothstein. (2) This percentage is based on 15,089,747 ordinary shares of the Issuer issued and outstanding as of March 1, 2024, as described in the Issuer’s Annual Report on Form 20-F for the year ended December 31, 2023, filed by the Issuer with the Securities and Exchange Commission (the “ SEC ”) on March 4, 2024. CUSIP No. M1R79L104 13G Page 3 of 12 Pages 1 NAMES OF REPORTING PERSONS Disruptive Technologies L.P. 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 0 6 SHARED VOTING POWER 79,970 (1) 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 79,970 (1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 79,970 (1) 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.5% (2) 12 TYPE OF REPORTING PERSON (See Instructions) PN (1) Disruptive Technologies L.P. (“ Disruptive LP ”) holds the subject ordinary shares of the Issuer. Disruptive Technology Ltd. (the “ GP ”) is the sole general partner of Disruptive LP. Tal Barnoach and Adam Rothstein serve as directors of, and may be deemed to control, the GP . As such, Disruptive LP may be deemed to share beneficial ownership of the subject ordinary shares with each of the GP, Mr. Barnoach and Mr. Rothstein. (2) This percentage is based on 15,089,747 ordinary shares of the Issuer issued and outstanding as of March 1, 2024, as described in the Issuer’s Annual Report on Form 20-F for the year ended December 31, 2023, filed by the Issuer with the SEC on March 4, 2024. CUSIP No. M1R79L104 13G Page 4 of 12 Pages 1 NAMES OF REPORTING PERSONS Disruptive Technology Ltd . 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instru

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