Amendment: SEC Form SCHEDULE 13D/A filed by Silexion Therapeutics Corp
$SLXN
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
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Silexion Therapeutics Corp (Name of Issuer) |
Ordinary Shares, par value $0.0009 per share (Title of Class of Securities) |
G1281K122 (CUSIP Number) |
Brian Rosenblatt 888 Seventh Avenue, New York, NY, 10106 (212) 468-5100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
06/26/2025 (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. | G1281K122 |
| 1 |
Name of reporting person
Wildcat Capital Management, LLC | ||||||||
| 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)
OO | ||||||||
| 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
DELAWARE
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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
113,428.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
1.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
Comment for Type of Reporting Person:
Row 13. Based on 8,692,392 ordinary shares, par value $0.0009 per share, outstanding as of May 30, 2025, as reported by Silexion Therapeutics Corp in its Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on June 16, 2025.
SCHEDULE 13D
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| CUSIP No. | G1281K122 |
| 1 |
Name of reporting person
Wildcat Partner Holdings, LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
113,428.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
1.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Row 13. Based on 8,692,392 ordinary shares, par value $0.0009 per share, outstanding as of May 30, 2025, as reported by Silexion Therapeutics Corp in its Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on June 16, 2025.
SCHEDULE 13D
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| CUSIP No. | G1281K122 |
| 1 |
Name of reporting person
Leonard A. Potter | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
113,428.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
1.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Row 13. Based on 8,692,392 ordinary shares, par value $0.0009 per share, outstanding as of May 30, 2025, as reported by Silexion Therapeutics Corp in its Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on June 16, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Ordinary Shares, par value $0.0009 per share | |
| (b) | Name of Issuer:
Silexion Therapeutics Corp | |
| (c) | Address of Issuer's Principal Executive Offices:
12 Abba Hillel Road, Ramat-Gan,
ISRAEL
, 5250606. | |
Item 1 Comment:
EXPLANATORY NOTE
Except as set forth in this Amendment No. 1 (this "Amendment"), the initial Schedule 13D (the "Original 13D") that was filed on August 22, 2024, remains in effect, and capitalized terms used herein but not defined herein have such respective meanings, as defined in such Original 13D. The information set forth in response to the Item below shall be deemed to be a response to all Items where such information is relevant. The information set forth in the Exhibits to the Original 13D is expressly incorporated herein by reference and the response to each Item of this Statement is qualified in its entirety by the provisions of such Exhibits.
The Reporting Persons are filing this Amendment to reflect its new percentage beneficial ownership in the Issuer, which has decreased as a result of an increased in the number of shares of outstanding Ordinary Shares of the Issuer. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Paragraphs (a), (b) and (e) of Item 5 of the Original 13D are hereby amended and restated in their entirety as follows:
The information contained in rows 7, 8, 9, 10, 11 and 13 on each of the cover pages of this Statement is incorporated by reference in its entirety into this Item 5.
(a), (b) The percentage of Ordinary Shares beneficially owned by the Reporting Persons is based 8,692,392 Ordinary Shares outstanding as of May 30, 2025, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on June 16, 2025. Each of the Reporting Persons has the power to vote and dispose of the Ordinary Shares beneficially owned by such entity (as described above), and each of the Reporting Persons expressly disclaims beneficial ownership of any Ordinary Shares not owned directly by it except to the extent of any pecuniary interest therein. Wildcat Capital, as the investment manager of the WPH, has the authority to vote and dispose of all of the Ordinary Shares reported in this Schedule 13D, but expressly disclaims beneficial ownership of any Ordinary Shares not owned directly by it except to the extent of its pecuniary interest therein.
Each Reporting Person expressly disclaims beneficial ownership of any securities reported herein except to the extent such Reporting Person actually exercises voting or dispositive power with respect to such securities and except to the extent of such Reporting Person's pecuniary interest therein. | |
| (b) | See item 5(a). | |
| (e) | January 17, 2025 | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99.3. Amended and Restated Schedule A | ||
| 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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