Manieu Alexandre Weinstein 4
4 · Pluri Inc. · Filed May 4, 2026
Research Summary
AI-generated summary of this filing
Pluri (PLUR) 10% Owner Alexandre Weinstein Receives Awards
What Happened
- Alexandre Weinstein, reported as a 10% owner (via Chutzpah Holdings LP / CHLP), acquired a total of 625,000 Common Shares and 625,000 Common Warrants in two private-placement closings (March 31, 2026 and April 21, 2026). The combined purchase price was $4.00 per share/warrant pair; Pluri allocated $2.00 to each Common Share and $2.00 to each Common Warrant, so Weinstein/CHLP paid $2.5 million in aggregate.
- The Common Warrants are exercisable immediately at $4.25 per share and expire 18 months after issuance (warrants from the March 31 closing expire ~Sept 30, 2027; warrants from the April 21 closing expire Oct 21, 2027). These warrants include standard anti-dilution protections and a hard 35% beneficial ownership limitation.
Key Details
- Transaction dates & amounts:
- 03/31/2026: 312,500 Common Shares acquired @ $2.00/share = $625,000; plus 312,500 Common Warrants allocated @ $2.00 each = $625,000 (warrant instrument issued that day).
- 04/21/2026: same as above for a second tranche (another 312,500 shares + 312,500 warrants; $1,250,000 total for that tranche).
- Aggregate: 625,000 shares + 625,000 warrants; $2.5M total.
- Warrants: exercise price $4.25; 18‑month term from issuance; each warrant has a Beneficial Ownership Limitation (hard cap) of 35%.
- Prior related holdings: CHLP previously acquired 625,000 shares and 625,000 warrants under a Dec 8, 2025 SPA (reported Jan 5, 2026). Including those, CHLP acquired 1,250,000 shares (Dec + Mar/Apr closings) under the SPAs noted.
- Filing timeliness: The March 31 transaction was required to be reported within two business days (by April 2); this Form 4 was filed May 4, 2026 — the filing is late (the reporting persons state they will report timely going forward).
- Structure/ownership: Transactions were effected by CHLP, a vehicle beneficially owned by Mr. Weinstein; footnotes state Mr. Weinstein indirectly owns CHL and CHLP and disclaims beneficial ownership except to the extent of pecuniary interest.
- The Form allocates the $4.00 combined per-share price equally between share and warrant ($2.00 each), consistent with prior filings.
Context
- This is an acquisition (not a sale). Purchases by insiders or their affiliated vehicles can be seen as supportive of the company, but these purchases were made through a private-placement vehicle (CHLP) and include short‑dated warrants — not typical open-market purchases by an individual executive.
- For the warrants: they are exercisable immediately but subject to a 35% ownership cap; they expire within 18 months, so they provide near-term optional leverage rather than long-term options.
- Note: the filing lists transactions by the reporting persons and includes multiple affiliated entities; it does not, in this summary, specify Mr. Weinstein’s total individual beneficial ownership after these transactions.
Insider Transaction Report
Form 4
Pluri Inc.PLUR
Manieu Alexandre Weinstein
Director10% Owner
Transactions
- Award
Common Stock
[F1][F2][F3][F4][F5][F6][F7]2026-03-31$2.00/sh+312,500$625,000→ 937,500 total(indirect: Shares indirectly held through Chutzpah Holdings LP) - Award
Common Stock
[F1][F2][F3][F5][F6][F7]2026-04-21$2.00/sh+312,500$625,000→ 1,250,000 total(indirect: Shares indirectly held through Chutzpah Holdings LP) - Award
Warrants
[F1][F2][F3][F4][F10][F5][F6][F7]2026-03-31$2.00/sh+312,500$625,000→ 937,500 total(indirect: Warrants indirectly held through Chutzpah Holdings LP)Exercise: $4.25From: 2026-03-31Exp: 2027-09-30→ Common Shares (312,500 underlying) - Award
Warrants
[F1][F2][F3][F10][F5][F6][F7]2026-04-21$2.00/sh+312,500$625,000→ 1,250,000 total(indirect: Warrants indirectly held through Chutzpah Holdings LP)Exercise: $4.25From: 2026-04-21Exp: 2027-10-21→ Common Shares (312,500 underlying)
Holdings
- 1,933,415(indirect: Shares indirectly held through Chutzpah Holdings LP)
Common Stock
[F6][F7] - 452,702(indirect: Plantae Biosciences Ltd.)
Common Stock
[F6][F7] - 6,284
Common Stock
[F8][F9] - 625,000(indirect: Warrants indirectly held through Chutzpah Holdings LP)
Warrants
[F10][F6][F7]Exercise: $4.25From: 2025-12-30Exp: 2026-06-30→ Common Shares (625,000 underlying) - 84,599(indirect: Warrants indirectly held through Chutzpah Holdings LP)
Warrants
[F11][F6][F7]Exercise: $5.57From: 2025-02-05Exp: 2028-02-05→ Common Shares (84,599 underlying)
Footnotes (11)
- [F1]On March 24, 2026, Pluri Inc. (the "Company") entered into a Securities Purchase Agreement (the "March 2026 SPA") with Chutzpah Holdings LP ("CHLP"), a limited partnership beneficially owned by Mr. Alexandre Weinstein ("Mr. Weinstein"), relating to a private placement offering of: (i) 625,000 common shares of the Company, par value $0.00001 per share ("Common Shares"), and (ii) common warrants (the "Common Warrants") to purchase up to 625,000 Common Shares. The combined purchase price for each Common Share and accompanying Common Warrant is $4.00. The Common Warrants are exercisable immediately at an exercise price of $4.25 per share and expire 18 months from the date of issuance. The Common Warrants contain customary anti-dilution provisions and are subject to a 35% beneficial ownership limitation. The March 2026 SPA closed in two tranches:
- [F10]The Common Warrants issued under the March 2026 SPA expire 18 months from their respective issuance dates. Accordingly: (a) the warrants issued at the March 31, 2026 first closing expire on or about September 30, 2027; and (b) the warrants issued at the April 21, 2026 second closing expire on October 21, 2027. By contrast, the 625,000 Common Warrants issued under the December 2025 SPA expire on June 30, 2026.
- [F11]CHL holds warrants to purchase 84,599 Common Shares at an exercise price of $5.568 per share, which were issued pursuant to the Securities Purchase Agreement dated January 23, 2025 between the Company and CHL. These warrants have a term of three years from issuance. The original 19.99% beneficial ownership limitation applicable to these warrants was removed upon receipt of shareholder approval at the Company's 2025 Annual Meeting of Shareholders on June 30, 2025.
- [F2](Continuation of Footnote (1) of 1/2) (a) the first closing occurred on March 31, 2026, at which CHLP acquired 312,500 Common Shares and Common Warrants to purchase 312,500 Common Shares; and (b) the second closing occurred on April 21, 2026, at which CHLP acquired 312,500 Common Shares and Common Warrants to purchase 312,500 Common Shares. The total gross proceeds received by the Company under the March 2026 SPA were $2,500,000. These transactions are in addition to securities previously acquired by CHLP under a Securities Purchase Agreement dated December 8, 2025 (the "December 2025 SPA"), pursuant to which CHLP acquired 625,000 Common Shares and Common Warrants to purchase 625,000 Common Shares at a combined purchase price of $4.00 per share and warrant, with closing on December 30, 2025 (as reported on the Form 4 filed on January 5, 2026).
- [F3](Continuation of Footnote (1) of 2/2) Each of the three CHLP warrant instruments contains an independent beneficial ownership limitation provision. Each warrant provides that CHLP may not exercise such warrant to the extent that, after giving effect to the issuance of the warrant shares upon such exercise, the Holder, together with its Affiliates and Attribution Parties (as defined in the warrants, which include all Reporting Persons), would beneficially own in excess of 35% of the number of Common Shares outstanding immediately after giving effect to such issuance (each, a "Beneficial Ownership Limitation"). Each Beneficial Ownership Limitation is a hard cap of 35% that cannot be exceeded; the Holder may decrease the limitation applicable to a particular warrant (and subsequently increase it back to a maximum of 35%) upon 61 days' prior written notice to the Company, but may not increase it above 35% under any circumstance.
- [F4]The acquisition of 312,500 Common Shares and Common Warrants to purchase 312,500 Common Shares on March 31, 2026 pursuant to the first closing under the March 2026 SPA was required to be reported on a Form 4 within two business days of March 31, 2026 (i.e., by April 2, 2026). The Reporting Persons undertake to report all future transactions on a timely basis.
- [F5]The March 2026 SPA defines the "Per Share Purchase Price" as $4.00, which represents the combined purchase price for one Common Share and one accompanying Common Warrant. For the purposes of this Form 4, the $4.00 combined price has been allocated equally between the Common Share ($2.00) and the Common Warrant ($2.00), consistent with the allocation methodology used in the Form 4 filed on January 5, 2026 in connection with the December 2025 SPA.
- [F6]This statement is jointly filed by and on behalf of each of Chutzpah Holdings LP ("CHLP"), Chutzpah Holdings Limited ("CHL"), Plantae Bioscience Ltd. ("Plantae") and Mr. Weinstein. CHL is a company organized under the laws of Jersey Islands. Mr. Weinstein indirectly owns 100% of CHL and may be deemed to beneficially own securities owned by CHL. CHLP is a limited partnership organized under the laws of Ontario, Canada. CHLP is beneficially owned by Mr. Weinstein, and Mr. Weinstein may be deemed to beneficially own securities owned by CHLP. Plantae Bioscience Ltd. ("Plantae") is a corporation organized under the laws of Israel. CHL owns approximately 78% of Plantae, and Mr. Weinstein may be deemed to indirectly beneficially own securities owned by Plantae through his 100% indirect ownership of CHL.
- [F7](Continuation of Footnote (6)) Each of the Reporting Persons expressly disclaims beneficial ownership with respect to any shares of Common Stock of the Issuer, other than the Common Stock of the Issuer owned of record by such Reporting Person. Neither the filing of this statement nor anything herein shall be deemed an admission that any Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer. Each Reporting Person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
- [F8]Represents 5,643 Common Shares received upon vesting of restricted stock units ("RSUs") and 641 RSUs that are scheduled to vest on May 25, 2026 (within 60 days of the date hereof). The 641 RSUs are included in Mr. Weinstein's beneficial ownership pursuant to Rule 13d-3(d)(1) under the Exchange Act because Mr. Weinstein has the right to acquire such shares within 60 days through the settlement of such RSUs. Mr. Weinstein has been granted an aggregate of 10,769 RSUs under two separate equity compensation plan agreements with the Company: (i) 10,250 RSUs granted on February 25, 2025, pursuant to the Company's 2016 Equity Compensation Plan, which vest in twelve installments: 12.50% (1,281 shares) on each of May 25, 2025; August 25, 2025; November 25, 2025; and February 25, 2026; and 6.25% (641 shares, with the final installment being 639 shares)
- [F9](Continuation of Footnote (8)) on each of May 25, 2026; August 25, 2026; November 25, 2026; February 25, 2027; May 25, 2027; August 25, 2027; November 25, 2027; and February 25, 2028; and (ii) 519 RSUs granted on December 1, 2025, pursuant to the Company's 2019 Equity Compensation Plan, which vested in three equal monthly installments of 173 shares on December 31, 2025; January 31, 2026; and February 28, 2026 (all of which have now fully vested). As of the date hereof, 5,643 RSUs have vested into Common Shares, and an additional 641 RSUs are scheduled to vest on May 25, 2026 (within 60 days of the date hereof) and are therefore included in Mr. Weinstein's beneficial ownership. The remaining 4,485 RSUs are unvested and subject to future vesting conditions beyond 60 days. Unvested RSUs confer no voting rights or dividend entitlements until settlement into Common Shares.