Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: During the second quarter
−Removed: of fiscal year 2025, we issued an aggregate of 5,071 restricted common shares to certain of our service providers as compensation in lieu
+Added: During the third quarter of
+Added: fiscal year 2025, we issued an aggregate of 10,124 restricted common shares to certain of our service providers as compensation in lieu
of cash compensation owed to them for services rendered.
2 unchanged sentences
Composite Copy of the Company’s Articles of Incorporation as amended on March 27, 2024 (incorporated by reference to Exhibit 3.3 of our quarterly report on Form 10-Q filed on May 9, 2024).
−Removed: and Restated By-Laws amended on September 10, 2020 (incorporated by reference to Exhibit 3.3 of our annual report on Form 10-K filed
−Removed: on September 10, 2020).
−Removed: of Correction to the Certificate of Change, as filed by Pluri Inc.
−Removed: with the Secretary of State of the State of Nevada on March
−Removed: 28, 2024 (incorporated by reference to Exhibit 3.2 of our current report on Form 8-K filed on April 1, 2024).
+Added: Amended and Restated By-Laws amended on September 10, 2020 (incorporated by reference to Exhibit 3.3 of our annual report on Form 10-K filed on September 10, 2020).
+Added: Certificate of Correction to the Certificate of Change, as filed by Pluri Inc.
+Added: with the Secretary of State of the State of Nevada on March 28, 2024 (incorporated by reference to Exhibit 3.2 of our current report on Form 8-K filed on April 1, 2024).
Articles of Merger between Pluristem Therapeutics Inc.
5 unchanged sentences
with the Secretary of State of the State of Nevada on March 28, 2024 (incorporated by reference to Exhibit 3.2 of our current report on Form 8-K filed on April 1, 2024).
−Removed: Form of Pre-Funded Warrant (incorporated by reference to Exhibit 4.1 of our current report on Form 8-K filed on January 29, 2025).
−Removed: Form of Warrant (incorporated by reference to Exhibit 4.2 of our current report on Form 8-K filed on January 29, 2025).
−Removed: Form of Warrant (incorporated by reference to Exhibit 4.1 of our current report on Form 8-K filed on February 6, 2025).
−Removed: Securities Purchase Agreement, dated January 23, 2025, between the Company and the purchaser identified thereto (incorporated by reference to Exhibit 10.1 of our current report on Form 8-K filed on January 29, 2025).
−Removed: Securities Purchase Agreement, dated February 3, 2025, between the Company and the purchaser identified thereto (incorporated by reference to Exhibit 10.1 of our current report on Form 8-K filed on February 6, 2025).
−Removed: Binding Term Sheet, dated January 23, 2025, between the Company, Chutzpah Holdings Ltd.
−Removed: and Plantae Ltd.
−Removed: (incorporated by reference to Exhibit 10.2 of our current report on Form 8-K filed on January 29, 2025).
−Removed: of RSU and options waiver letter agreement.
+Added: Share Purchase Agreement, dated March 13, 2025, between the Company, Pluri Biotech Ltd.
+Added: and Chutzpah Holdings Limited and Plantae Bioscience (incorporated by reference to Exhibit 10.1 of our current report on Form 8-K filed on March 13, 2025).
+Added: Form of Assignment and Assumption Agreement (incorporated by reference to Exhibit 10.2 of our current report on Form 8-K filed on March 13.
+Added: Amendment to Securities Purchase Agreement, dated April 25, 2025, between the Company and Chutzpah Holdings Limited.
Rule 13a-14(a) Certification of Chief Executive Officer.
4 unchanged sentences
Section 1350.
−Removed: The following materials from our Quarterly Report on Form 10-Q for the quarter ended December 31, 2024 formatted in inline XBRL (eXtensible Business Reporting Language):
+Added: The following materials from our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 formatted in inline XBRL (eXtensible Business Reporting Language):
(i) the Interim Condensed Consolidated Balance Sheets, (ii) the Interim Condensed Consolidated Statements of Operations, (iii) the Interim Condensed Statements of Changes in Shareholders’ Equity, (iv) the Interim Condensed Consolidated Statements of Cash Flows, and (vi) the Notes to Interim Condensed Consolidated Financial Statements, tagged as blocks of text and in detail.
7 unchanged sentences
(Principal Executive Officer)
−Removed: February 11, 2025
/s/ Liat Zalts
2 unchanged sentences
Principal Accounting Officer)
−Removed: February 11, 2025
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.