13D Filings
Nano Dimension Ltd.
NNDM
Amendment
Ownership

7.20%

Total Shares

15,079,708

Issuer CIK

1643303

Event Date

Jun 14, 2026

Accepted

Jun 17, 2026, 08:48 PM

Reporting Persons (1)
NameType% of ClassAggregateSole VotingShared Voting
Oramed Pharmaceuticals Inc.
CO
7.20%15,079,70815,079,7080
Disclosure Items (6)

Security Title

Ordinary Shares, par value NIS 5.00 per share

Issuer Name

Nano Dimension Ltd.

Issuer Address

60 TOWER ROAD, WALTHAM, MA, 02451

Item 3 is hereby amended and supplemented as follows: "In open market purchases from May 13, 2026, to June 15, 2026, the Reporting Person expended an aggregate of approximately $8,701,339 (excluding commissions) to acquire an aggregate of 6,336,565 Ordinary Shares in various open market transactions. In addition, in open market purchases on May 14, 2026, and June 15, 2026, the Reporting Person expended an aggregate of approximately $230,000 (excluding commissions) to purchase call options referencing an aggregate of 4,200,000 Ordinary Shares, as well as an aggregate of approximately $1,552,020 (excluding commissions) to purchase put options referencing an aggregate of 8,700,000 Ordinary Shares. The funds used for the purchase of the securities reported in this Schedule 13D were derived from the general working capital of the Reporting Person."

Item 4 is hereby amended and supplemented as follows: "On June 15, 2026, the Issuer issued a press release announcing the signing of a term sheet with Infinite Epigenetics to form a publicly traded, AI-powered preventive health and diagnostics company (the "Proposed Transaction"). While the Reporting Person is evaluating all options available to it with respect to the Proposed Transaction, as an initial matter, the Reporting Person believes the Proposed Transaction is not in the best interests of the Issuer's shareholders and is strongly opposed to it."

Percentage of Class

Item 5(a) is hereby amended and restated in its entirety as follows: "(a) The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by the Reporting Person is stated in Items 11 and 13 on the cover pages hereto. The percentage reported in Item 13 on the cover pages hereto is based upon 210,354,507 Ordinary Shares of the Issuer outstanding as of May 27, 2026, according to the Schedule 14A filed by the Issuer with the U.S. Securities and Exchange Commission (the "SEC") on June 5, 2026."

Number of Shares

Item 5(b) is hereby amended and restated in its entirety as follows: "Number of shares as to which the Reporting Person has (i) sole power to vote or direct the vote: See Item 7 on the cover page(s) hereto. (ii) shared power to vote or direct the vote See Item 8 on the cover page(s) hereto. (iii) sole power to dispose or to direct the disposition of: See Item 9 on the cover page(s) hereto. (iv) shared power to dispose or to direct the disposition of: See Item 10 on the cover page(s) hereto."

Transactions

Item 5(c) is hereby amended and restated in its entirety as follows: "(c) Other than as set forth in Item 3, Item 6, and on Annex A of this Schedule 13D, there have been no transactions in the class of securities reported on that were effected by the Reporting Person during the past sixty days or since the most recent filing of Schedule 13D, whichever is less."

Item 6 is hereby amended and supplemented as follows: "The information set forth in Item 3 of this Schedule 13D is incorporated herein by reference. On May 14, 2026, the Reporting Person engaged in the following transactions: (i) sold call options for an aggregate of approximately $702,985 (excluding commissions) referencing an aggregate of 3,700,000 Ordinary Shares, having an exercise price of $2.00 per Ordinary Share and expiring on November 20, 2026; (ii) purchased call options referencing an aggregate of 3,700,000 Ordinary Shares, having an exercise price of $2.00 per Ordinary Share and expiring on May 15, 2026; (iii) purchased put options referencing an aggregate of 3,700,000 Ordinary Shares, having an exercise price of $1.50 per Ordinary Share and expiring on August 21, 2026; and (iv) sold put options for an aggregate of approximately $1,109,977 (excluding commissions) referencing an aggregate of 3,700,000 Ordinary Shares, having an exercise price of $2.00 per Ordinary Share and expiring on May 15, 2026. On May 18, 2026, the Reporting Person exercised put options referencing an aggregate of 1,325,000 Ordinary Shares, having an exercise price of $2.00 per Ordinary Share, resulting in the sale of 1,325,000 Ordinary Shares. On June 15, 2026, the Reporting Person engaged in the following transactions: (i) sold call options for an aggregate of approximately $699,985 (excluding commissions) referencing an aggregate of 3,500,000 Ordinary Shares, having an exercise price of $2.00 per Ordinary Share and expiring on November 20, 2026, and purchased call options referencing an aggregate of 350,000 Ordinary Shares, having the same exercise price and expiration; (ii) sold call options for an aggregate of approximately $63,748 (excluding commissions) referencing an aggregate of 1,500,000 Ordinary Shares, having an exercise price of $1.50 per Ordinary Share and expiring on August 21, 2026, and purchased call options referencing an aggregate of 150,000 Ordinary Shares, having the same exercise price and expiration; and (iii) purchased put options referencing an aggregate of 5,000,000 Ordinary Shares, having an exercise price of $1.00 per Ordinary Share and expiring on August 21, 2026, and sold put options for an aggregate of approximately $44,999 (excluding commissions) referencing an aggregate of 500,000 Ordinary Shares, having the same exercise price and expiration."

Exhibit 99.1 - Annex A

Nano Dimension Ltd. — Schedule 13D | 13D Filings