ARKO Corp. ownership disclosure: Phoenix Financial Ltd. reports beneficial ownership of 4,983,989 ordinary shares, representing 4.49% of ARKO's outstanding ordinary shares as of March 19, 2026. The filing cites 110,891,325 ordinary shares outstanding as of March 22, 2026.
The shares are held via a partnership within the Phoenix group; the filing states the partnership's ownership rights fluctuate under its partnership agreement and that each subsidiary manages its own voting and investment decisions.
Positive
None.
Negative
None.
Insights
Phoenix Financial reports a 4.49% passive stake in ARKO via group subsidiaries.
Phoenix Financial Ltd. reports beneficial ownership of 4,983,989 shares (4.49%) held through a partnership, with ownership rights that "change frequently" under the partnership agreement. The filing notes 110,891,325 shares outstanding as of March 22, 2026.
Because the filing emphasizes independent management by subsidiaries and disclaims a Section 13(d) group, this position is presented as aggregated disclosure rather than a coordinated control intent; timing and future trading plans are not included in the excerpt.
Disclosure stresses passive structure and variable partnership allocations.
The statement clarifies that subsidiaries "operate under independent management" and that the partnership allocation "changes frequently," which affects how voting and dispositive power may shift among Phoenix entities. The filing includes a formal disclaimer regarding group status under Section 13(d).
Material next steps or transfers are not provided; subsequent filings would show any changes in percentage ownership or voting arrangements.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
ARKO Corp.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
(CUSIP Number)
03/19/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP No.
1
Names of Reporting Persons
Phoenix Financial Ltd.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
ISRAEL
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
4,983,989.00
6
Shared Voting Power
7
Sole Dispositive Power
8
Shared Dispositive Power
4,983,989.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,983,989.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.49 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: With regard to rows (6), (7) and (11), the beneficial ownership of the securities reported herein is
described in Item 4(a).
Row (11) is Based on 110,891,325 Ordinary Shares outstanding as of March 22, 2026 (as reported on Bloomberg LP).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
ARKO Corp.
(b)
Address of issuer's principal executive offices:
8565 Magellan Parkway, Suite 400, Richmond, Virginia, 23227
Item 2.
(a)
Name of person filing:
Phoenix Financial Ltd.
The securities reported herein are beneficially owned by various direct or indirect, majority or wholly-owned subsidiaries of Phoenix Financial Ltd. (the "Subsidiaries"). The Subsidiaries manage their own funds and/or the funds of others, including for holders of exchange-traded notes or various insurance policies, members of pension or provident funds, unit holders of mutual funds, and portfolio management clients. Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions.
(b)
Address or principal business office or, if none, residence:
The address of the Phoenix Financial Ltd. is Derech Hashalom 53, Givataim, 53454, Israel.
(c)
Citizenship:
Phoenix Financial Ltd. - Israel
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(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)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See row 9 of cover page of each reporting person.
Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission by either the Filing Persons or Subsidiaries that a group exists for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose, and each reporting person disclaims the existence of any such group. In addition, each of the Filing Persons and Subsidiaries disclaims any beneficial ownership of the securities covered by this report in excess of their actual pecuniary interest therein. This Statement shall not be construed as an admission by the Filing Persons or Subsidiaries that they are the beneficial owners of any of the Ordinary Shares covered by this Statement.
As of March 19, 2026, the securities reported herein were held as follows:
4,983,989 ordinary shares (representing 4.49% of the total ordinary shares outstanding) beneficially owned by Partnership for Israeli shares (1).
(1) All ownership rights in this partnership belong to companies that are part of Phoenix Group. The amount of ownership rights held by such companies in the partnership changes frequently according to a mechanism provided in the partnership agreement.
(b)
Percent of class:
See row 11 of cover page of each reporting person
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See row 5 of cover page of each reporting person
(ii) Shared power to vote or to direct the vote:
See row 6 of cover page of each reporting person and note in Item 4(a) above
(iii) Sole power to dispose or to direct the disposition of:
See row 7 of cover page of each reporting person
(iv) Shared power to dispose or to direct the disposition of:
See row 8 of cover page of each reporting person and note in Item 4(a) above
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
Phoenix Financial Ltd.
Signature:
/s/ Eli Schwartz
Name/Title:
Eli Schwartz / Vice President - Chief Financial
Date:
03/25/2026
Signature:
/s/ Haggai Schreiber
Name/Title:
Haggai Schreiber / Executive Vice President - Chief
Date:
03/25/2026
Comments accompanying signature: Signature duly authorized by resolution of the Board of Directors, notice of which is attached as Exhibit 1 to this Schedule 13G.
Exhibit Information
Exhibit 1 - Notice of resolution of the Board of Directors of the Phoenix Holdings Ltd., dated as of December 12, 2019 (incorporated herein by reference to Exhibit 1 to the Schedule 13G filed on November 20, 2023).
What stake does Phoenix Financial Ltd. report in ARKO (ARKO)?
Phoenix Financial Ltd. reports beneficial ownership of 4,983,989 shares, equal to 4.49% of ARKO's ordinary shares. The filing ties the share count to holdings as of March 19, 2026 and percentage to 110,891,325 shares outstanding.
How many ARKO shares are outstanding according to the filing?
The filing cites 110,891,325 ordinary shares outstanding as of March 22, 2026. That outstanding share count is the basis for the reported 4.49% ownership percentage attributed to Phoenix Financial Ltd.
Are the Phoenix holdings direct or through other entities?
The shares are reported as held through a partnership and various subsidiaries of Phoenix Financial Ltd. The filing states subsidiaries "operate under independent management" and that partnership ownership rights "change frequently" under the partnership agreement.
Does the filing indicate Phoenix is acting as a Section 13(d) group?
No. The filing expressly disclaims that the filing persons or subsidiaries constitute a group for purposes of Section 13(d) and disclaims beneficial ownership beyond each entity's pecuniary interest, per the Item 4(a) disclosure.
