Arkin Dermatology Amends Sol-Gel Holdings Filing

TL;DR

Arkin Dermatology just updated their stake in Sol-Gel. Watch this space.

AI Summary

M. Arkin Dermatology Ltd. filed an amendment (No. 4) to its Schedule 13D on April 19, 2024, regarding Sol-Gel Technologies Ltd. The filing indicates a change in beneficial ownership of Sol-Gel Technologies' ordinary shares. Moshe Arkin is associated with M. Arkin Dermatology Ltd.

Why It Matters

This amendment signals a potential shift in control or investment strategy for Sol-Gel Technologies, which could impact its stock price and future operations.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant changes in ownership, which can lead to increased volatility and strategic shifts for the company.

Key Numbers

• Amendment No. 4 — Filing Amendment (Indicates a significant update to previous filings)

Key Players & Entities

• M. Arkin Dermatology Ltd. (company) — Filing entity
• Sol-Gel Technologies Ltd. (company) — Subject company
• Moshe Arkin (person) — Associated with filing entity
• Goldfarb Gross Seligman & Co. (company) — Legal counsel
• Perry Wildes (person) — Legal counsel

FAQ

Key Financial Figures

• $0.1 — lated to Ordinary Shares, par value NIS $0.1 per share (the " Ordinary Shares "), of
• $5.00 — egistered Ordinary Shares at a price of $5.00 per ordinary share and unregistered war

Filing Documents

• zk2431257.htm (SC 13D/A) — 53KB
• 0001178913-24-001246.txt ( ) — 54KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

of Schedule 13D is hereby amended to add the following paragraph

Item 3 of Schedule 13D is hereby amended to add the following paragraph: On April 19, 2023, Sol-Gel and Arkin Dermatology Ltd. closed the transactions contemplated by the previously announced subscription agreement, dated January 27, 2023, between the parties, pursuant to which Arkin Dermatology Ltd. purchased 2,000,000 unregistered Ordinary Shares at a price of $5.00 per ordinary share and unregistered warrants to purchase up to 2,000,000 ordinary shares in a private placement exempt from the registration of the Securities Act of 1933.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

of Schedule 13D is hereby amended and restated as follows

Item 5 of Schedule 13D is hereby amended and restated as follows: (a) and (b) As of April 3, 2024, Arkin Dermatology owned directly (and therefore is deemed the beneficial owner of) 18,068,564 Ordinary Shares, which represented beneficial ownership of approximately 60.52% of the Company's outstanding Ordinary Shares. Arkin Dermatology has the shared power to vote, or direct the voting of, and the shared power to dispose of, or direct the disposition of, the Ordinary Shares held by Arkin Dermatology. As of April 3, 2024, Mr. Arkin owned directly (and therefore is deemed the beneficial owner of) 86,000 Ordinary Shares, which represented beneficial ownership of approximately 0.31% of the Company's outstanding Ordinary Shares. Mr. Arkin has the sole power to vote, or direct the voting of, and the sole power to dispose of, or direct the disposition of, these Ordinary Shares. In addition, as the sole shareholder and sole director of Arkin Dermatology, Mr. Arkin may be deemed to be the indirect beneficial owner of the 18,068,564 Ordinary Shares beneficially owned by Arkin Dermatology, which represented beneficial ownership of approximately 60.52% of the Company's outstanding Ordinary Shares. Mr. Arkin has the shared power to vote, or direct the voting of, and the shared power to dispose of, or direct the disposition of, the Ordinary Shares held by Arkin Dermatology. The total Ordinary Shares beneficially owned by Mr. Arkin as of January 31, 2023 is 18,154,564 which as of March 1, 2024, represented beneficial ownership of 60.8% of the Company's outstanding Ordinary Shares. (c) Except as set forth in this Schedule 13D, to the best knowledge of the Reporting Persons, none of the Reporting Persons has beneficial 4 (d) No person, other than the Reporting Persons, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from t

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. The following Exhibits are filed herewith: 1. 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). 2. Board resolution of M. Arkin Dermatology Ltd. (incorporated by reference to Exhibit 2 to the Original Schedule 13D). 3. Form of Warrant (incorporated by reference to Exhibit 4.1 of the Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on January 31, 2023). 4. Form of Subscription Agreement (incorporated by reference to Exhibit 10.2 of the Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on January 31, 2023). 5. Form of Registration Rights Agreement (incorporated by reference to Appendix A of Exhibit 99.1 of Sol-Gel's Form 6-K filed with the Securities and Exchange Commission on March 1, 2023. 5

Signatures

Signatures 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. Dated : April 8, 2024 M. Arkin Dermatology Ltd. /s/ Moshe Arkin Name: Moshe Arkin Title: Director Moshe Arkin /s/ Moshe Arkin Name: Moshe Arkin 6

View Full Filing

View this SC 13D/A filing on SEC EDGAR