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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
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Collplant Biotechnologies Ltd. (Name of Issuer) |
Ordinary Shares, par value NIS 1.50 per share (including Ordinary Shares represented by American Depositary Shares at a 1-to-1 ratio) (Title of Class of Securities) |
19516R107 (CUSIP Number) |
Jonathan M. Nathan, Adv. Meitar Law Offices, 16 Abba Hillel Road Street, Ramat Gan, L3, 5250608 972-3-610-3100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/19/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on 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 (“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).
SCHEDULE 13D
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| CUSIP No. | 19516R107 |
| 1 |
Name of reporting person
Ami Sagy | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
ISRAEL
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
1,637,086.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
12.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Row 13: The percent of class set forth in row 13 is based on 12,716,014 outstanding ordinary shares as of August 19, 2025, as set forth in the Issuer's Post-Effective Amendment No. 1 to Form F-1, filed by the Issuer with the SEC on August 20, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Ordinary Shares, par value NIS 1.50 per share (including Ordinary Shares represented by American Depositary Shares at a 1-to-1 ratio) |
| (b) | Name of Issuer:
Collplant Biotechnologies Ltd. |
| (c) | Address of Issuer's Principal Executive Offices:
4 Oppenheimer, Weizmann, Science Park, Rehovot,
ISRAEL
, 7670104. |
| Item 2. | Identity and Background |
| (a) | Ami Sagy |
| (b) | 66 Pinkas Street, Tel Aviv, Israel 62157 |
| (c) | The Reporting Person serves as manager of the Sagy Group, which manages bank charges and reduces financial costs for medium to large organizations and institutions. The principal address of the offices at which the Reporting Person is employed is 84 Ben-Tzvi Road, Tel Aviv 68104, Israel. |
| (d) | During the last five years, the Reporting Person has not been convicted in a criminal proceeding. |
| (e) | During the last five years, the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | The Reporting Person is a citizen of Israel. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The Reporting Person utilized his personal funds in acquiring the Ordinary Shares reported in this Amendment No. 4. | |
| Item 4. | Purpose of Transaction |
The Reporting Person is filing this Amendment No. 4 to Schedule 13D ("Amendment No. 4") to report his sale of 140,000 Ordinary Shares during the period from October 16, 2025 through November 19, 2025. Furthermore, since he last filed Amendment No. 3 to Schedule 13D on November 5, 2019, the Reporting Person's beneficial ownership has decreased materially.
The Reporting Person holds the Ordinary Shares reported herein for investment purposes only. The Reporting Person may, from time to time, based on various factors, acquire additional Ordinary Shares of the Issuer or sell Ordinary Shares, on the open market or in privately negotiated transactions.
Except as described above, as of the filing of this Amendment No. 4, the Reporting Person does not have any definitive plans or proposals which relate to or would result in any of the following: (a) the acquisition by the Reporting Person of additional Ordinary Shares, or the disposition of Ordinary Shares that he holds; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) a change in the present board of directors or management of the Issuer, including any plan or proposal to change the number or term of directors or to fill any existing vacancies on the board; (e) a material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure; (g) changes in the Issuer's memorandum of association or articles of association or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing the ADSs to be delisted from the Nasdaq Capital Market or any other national securities exchange on which they may be listed in the future, or to cease to be authorized to be quoted in any inter-dealer quotation system of a registered national securities association in which they may be quoted in the future; (i) causing the ADSs to become eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any action similar to any of those enumerated above. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The responses of the Reporting Person to Rows (11) and (13) of the cover page of this Amendment No. 4 are incorporated herein by reference.
The aggregate percentage of Ordinary Shares reported as beneficially owned by the Reporting Person in this Amendment No. 4 was calculated based on 12,716,014 outstanding Ordinary Shares as of August 19, 2025, as set forth in the Issuer's Post-Effective Amendment No. 1 to Form F-1, filed by the Issuer with the SEC on August 20, 2025. |
| (b) | The responses of the Reporting Person to Rows (7) through (10) of the cover page of this Amendment No. 4 are incorporated herein by reference. |
| (c) | From October 16, 2025 through November 19, 2025, the Reporting Person sold the following number of Ordinary Shares, constituting 140,000 Ordinary Shares in total (via sales of ADSs representing Ordinary Shares), in open market sales on the Nasdaq Capital Market at the following prices per share:
Date Number of Shares Sold Average Price Per Share Sold
10/16/2025 6,505 $2.39
10/17/2025 1,417 $2.32
10/20/2025 9,969 $2.41
10/20/2025 16,162 $2.40
10/20/2025 13,088 $2.40
10/20/2025 6,875 $2.42
10/20/2025 3,906 $2.44
10/21/2025 8,228 $2.40
10/21/2025 7,454 $2.40
10/21/2025 2,900 $2.40
10/22/2025 9,346 $2.31
10/23/2025 1,167 $2.30
10/24/2025 2,691 $2.30
10/28/2025 6,526 $2.33
10/29/2025 10 $2.30
11/7/2025 8,134 $2.02
11/7/2025 8,094 $2.08
11/10/2025 8,521 $1.99
11/12/2025 8,294 $1.89
11/19/2025 6,406 $2.06
11/19/2025 2,329 $2.02
Other than as described immediately above, the Reporting Person has not effected any transactions in the Ordinary Shares during the 60 days preceding the date of this Amendment No. 4. |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
None. | |
| Item 7. | Material to be Filed as Exhibits. |
None. |
| SIGNATURE | |
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.
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