SEC Form 3 filed by new insider Ingber Razi
$RDHL
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/18/2026 | 3. Issuer Name and Ticker or Trading Symbol
RedHill Biopharma Ltd. [ RDHL ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Ordinary Shares | 277,560,000(1) | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| American Depositary Shares | (2) | (2) | Ordinary Shares | 66,910,000 | (2) | D | |
| Stock Option (Right to Buy) | (3) | (3) | Ordinary Shares | 20,000 | (3) | D | |
| Stock Option (Right to Buy) | (4) | (4) | Ordinary Shares | 30,000 | (4) | D | |
| Stock Option (Right to Buy) | (5) | (5) | Ordinary Shares | 170,000 | (5) | D | |
| Stock Option (Right to Buy) | (6) | (6) | Ordinary Shares | 230,000 | (6) | D | |
| Explanation of Responses: |
| 1. Represents 27,756 unvested restricted share units ("RSUs"), each with respect to one American Depositary Share ("ADS"), which represents 10,000 ordinary shares, par value NIS 0.01 per share ("Ordinary Shares"), of RedHill Biopharma Inc. (the "Issuer"). The RSUs are subject to time-based vesting conditions and are settled in Ordinary Shares. |
| 2. Represents 6,691 ADSs, which are convertible at any time, at the holder's election and have no expiration date. |
| 3. Represents stock option to purchase 20,000 Ordinary Shares (equivalent to 2 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $5,000 per ADS and the option expires on August 29, 2028. |
| 4. Represents stock option to purchase 30,000 Ordinary Shares (equivalent to 3 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $5,000 per ADS and the option expires on May 6, 2029. |
| 5. Represents stock option to purchase 170,000 Ordinary Shares (equivalent to 17 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $7,720 per ADS and the option expires on June 30, 2030. |
| 6. Represents stock option to purchase 230,000 Ordinary Shares (equivalent to 23 ADSs), issued to the reporting person pursuant to the RedHill 2010 Option Plan. The shares underlying this stock option are fully vested and exercisable. The exercise price of this stock option is $7,080 per ADS and the option expires on April 28, 2031. |
| /s/ Razi Ingber | 03/18/2026 | |
| ** 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 5 (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. | ||
| * Form 3: SEC 1473 (03-26) | ||