SC 13G/A: Evogene Ltd.

AI Summary

SC 13G/A filing by Evogene Ltd..

Risk Assessment

Risk Level: low

Filing Documents

• tm2426101d1_sc13ga.htm (SC 13G/A) — 63KB
• 0001104659-24-108289.txt ( ) — 65KB

If this statement is filed pursuant

Item 3. If this statement is filed pursuant to Sec. 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.D. 78o): (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) Insurance company as de fined 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 Sec. 240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with Sec. 240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Sec. 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 of 1940 (15 U.S.C. 80a-3); (j) A non-U.S. institution in accordance with Sec. 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(J).

Ownership

Item 4. Ownership This statement is being filed with respect to an aggregate of 307,972 shares of Common Stock, resulting in beneficial ownership of Common Stock as follows: 1. SilverArc (a) Amount Beneficially owned: 307,972 (b) Percent of Class: 3.52%. (c) Number of shares to which the person has: (i) Sole power to vote or to direct the vote: 0. (ii) Shared power to vote or to direct the vote: 307,972 (iii) Sole power to dispose or to direct the disposition of: 0. (iv) Shared power to dispose or to direct the disposition of: 307,972 2. Gandhi (d) Amount Beneficially owned: 307,972 (e) Percent of Class: 3.52%. (f) Number of shares to which the person has: (v) Sole power to vote or to direct the vote: 0. (vi) Shared power to vote or to direct the vote: 307,972 (vii) Sole power to dispose or to direct the disposition of: 0. (viii) Shared power to dispose or to direct the disposition of: 307,972. CUSIP No. M4119S104 13G Page 6 of 10

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. As of the date of this Report, the aggregate beneficial ownership of the Reporting Persons had been reduced to below five percent (5%).

Ownership of More than Five Percent on Behalf of another Person

Item 6. Ownership of More than Five Percent on Behalf of another Person. SilverArc, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is deemed to be the beneficial owner of 307,972 shares, or 3.52% of the Common Stock believed to be outstanding, as a result of acting as investment adviser to various clients. Gandhi is the Sole Member of SilverArc and as such is deemed to be the beneficial owner of 307,972 shares, or 3.52% of the Common Stock believed to be outstanding. Clients of SilverArc have the right to receive and the ultimate power to direct the receipt of dividends from, or the proceeds of the sale of, such securities. SilverArc Capital Alpha Fund I, L.P., a Delaware limited partnership for which SilverArc acts as an investment adviser, may be deemed to beneficially own 8,932 of these 307,972 shares, which equates to 0.10% of the Common Stock believed to be outstanding. SilverArc Capital Alpha Fund II, L.P., a Delaware limited partnership for which SilverArc acts as an investment adviser, may be deemed to beneficially own 194,692 of these 307,972 shares, which equates to 2.23% of the Common Stock believed to be outstanding. Squarepoint Diversified Partners Fund Limited, a Cayman Island exempted company for which SilverArc acts as investment adviser, may be deemed to beneficially own 69,593 of these 307,972 shares, which equates to 0.80% of the Common Stock believed to be outstanding. Atom Master Fund L.P., a Cayman Islands exempted limited partnership for which SilverArc acts as investment adviser, may be deemed to beneficially own 34,755 of these 307,972 shares, which equates to 0.40% of the Common Stock believed to be outstanding. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not Applicable

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. Not Applicable

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not Applicable CUSIP No. M4119S104 13G Page 7 of 10

Certification

Item 10. Certification By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. Exhibits. Exhibit AJoint Filing Agreement by and between the Reporting Persons dated October 11, 2024. CUSIP No. M4119S104 13G Page 8 of 10 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. October 15, 2024 Date /s/ Devesh S. Gandhi Devesh S. Gandhi, as Sole Member of SilverArc Capital Management, LLC /s/ Devesh S. Gandhi Devesh S. Gandhi CUSIP No. M4119S104 13G Page 9 of 10 EXHIBIT INDEX Ex. Page No. A Joint Filing Agreement 10 CUSIP No. M4119S104 13G Page 10 of 10 EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the common stock of Evogene Ltd., dated as of October 11, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. October 15, 2024 Date /s/ Devesh S. Gandhi Devesh S. Gandhi, as Sole Member of SilverArc Capital Management, LLC /s/ Devesh S. Gandhi Devesh S. Gandhi

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