Director Levin Ilan disposed of 5,550 units of Ordinary Shares and was granted 450,000 units of Ordinary Shares (SEC Form 4)
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Silexion Therapeutics Corp [ SLXN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/07/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Ordinary Shares | 08/07/2025 | J(1) | 5,550(2) | D | $0 | 6,970(2) | I | By Moringa Sponsor, LP.(3) | ||
| Ordinary Shares | 09/15/2025 | A(4) | 450,000(4) | A | $4 | 456,970(2) | I | By Moringa Sponsor, LP.(3) | ||
| Ordinary Shares(5) | 1,482(2) | I | By Greenstar, L.P.(6) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Warrant (right to buy) | $1,552.5(7) | 08/07/2025 | J(1) | 935(7) | 09/14/2024 | 08/15/2029 | Ordinary Shares | 935(7) | $0 | 372(7) | I | By Moringa Sponsor, LP.(3) | |||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The transaction reported in this row was the pro rata distribution, for no consideration, by Moringa Sponsor, LP. to certain of its limited partners, of ordinary shares or warrants (as applicable) of the Issuer in proportion to those limited partners' respective pro rata interests in the equity of Moringa Sponsor, LP. |
| 2. The numbers of ordinary shares reported in this Form 4 reflect a 1-for-9 reverse share split effected by the Issuer on November 29, 2024 and a 1-for-15 reverse share split effected by the Issuer on July 29, 2025. |
| 3. Ilan Levin is the sole equity owner and serves as the sole director of Moringa Partners Ltd., a company that is the sole general partner of Moringa Sponsor, LP. (which holds the subject ordinary shares or warrants, as applicable). As a result of that relationship, Mr. Levin possesses sole voting and investment authority with respect to the subject ordinary shares or warrants. The limited partnership interests of Moringa Sponsor, LP, are held by various individuals and entities. Ilan Levin disclaims beneficial ownership of the subject ordinary shares or warrants (as applicable) except to the extent of his indirect pecuniary interest therein. |
| 4. The transaction reported in this row was the issuance of 450,000 ordinary shares to Moringa Sponsor, LP. upon conversion of $1,800,000 of the outstanding principal amount under the convertible promissory note, dated August 15, 2024, issued by the Issuer to Moringa Sponsor, LP., which is convertible based on the market price of the ordinary shares or the price at which the Issuer sells ordinary shares in an equity financing from time to time. The conversion price was $4.00 per share and the related issuance was approved by the Issuer's board of directors. The Reporting Persons expressly dispute the validity of the subject issuance and do not concede beneficial ownership of those 450,000 shares. |
| 5. There were no transactions effected in respect of the securities reported in this row, and the holdings in this row are being included for informational purposes only. |
| 6. Moringa Partners Ltd. serves as the sole general partner of Greenstar, L.P. As a result of Ilan Levin being the sole equity owner and serving as the sole director of Moringa Partners Ltd. (as described in footnote (3) above), Mr. Levin possesses sole voting and investment authority with respect to the subject ordinary shares. The limited partnership interests of Greenstar, L.P. may be held from time to time by various individuals and entities. Mr. Levin disclaims beneficial ownership of the subject ordinary shares except to the extent of his indirect pecuniary interest therein. |
| 7. The number of warrants to purchase ordinary shares, and underlying ordinary shares, reported in this row have been adjusted downwards, and the exercise price of those warrants has been adjusted proportionately upwards, to reflect the 1-for-9 reverse share split effected by the Issuer on November 29, 2024 and the 1-for-15 reverse share split effected by the Issuer on July 29, 2025. |
| /s/ Ilan Levin | 01/27/2026 | |
| Moringa Sponsor, LP, by Moringa Partners Ltd., its sole general partner, by: /s/ Ilan Levin, director | 01/27/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||