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Rule 13d-1(b)
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| ☐ |
Rule 13d-1(c)
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| ☒ | Rule 13d-1(d) |
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CUSIP No. 457679 10 8
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13G
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Page 2 of 5 Pages
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) ION Crossover Partners Ltd
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Israel
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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10,481,131
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6
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SHARED VOTING POWER
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00,000
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7
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SOLE DISPOSITIVE POWER
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10,481,131
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8
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SHARED DISPOSITIVE POWER
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00,000
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10,481,131
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.3%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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Name of Issuer
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Address of Issuer’s Principal Executive Offices
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New York, NY, 10003
Tel: +1 212 966 7555
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Name of Person Filing
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| (b) |
Address of the Principal Office or, if none, residence
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Citizenship
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| (d) |
Title of Class of Securities
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| (e) |
CUSIP Number
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| (a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| (c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| (d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| (e) | ☐ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| (h) | ☐ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
| (j) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
| (a) |
Amount beneficially owned: As of May 22, 2024, the Reporting Person beneficially owns, in the aggregate, 10,481,131 common stock of the Issuer.
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| (b) |
Percent of class: 7.3%
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| (c) |
Number of shares as to which the person has:
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| (i) |
Sole power to vote or to direct the vote 10,481,131.
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| (ii) |
Shared power to vote or to direct the vote 0.
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| (iii) |
Sole power to dispose or to direct the disposition of 10,481,131.
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| (iv) |
Shared power to dispose or to direct the disposition of 0.
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| 28 May, 2024 | ||
| Date | ||
| ION CROSSOVER PARTNERS LTD. |
| By: /s/Gilad Shany | ||
| Name: Gilad Shany |
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| Title: Director |