Senvest Management, LLC and Richard Mashaal report a passive ownership stake in AudioCodes Ltd. They beneficially own 1,066,772 Ordinary Shares, representing 3.8% of AudioCodes’ outstanding shares, through Senvest Master Fund, LP and Senvest Technology Partners Master Fund, LP.
Both report shared voting and dispositive power over these shares and no sole power. The filing states the securities were not acquired to change or influence control of AudioCodes. The percentage is based on 28,368,245 Ordinary Shares outstanding as of July 31, 2025.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
AUDIOCODES LTD
(Name of Issuer)
Ordinary Shares, nominal value NIS 0.01 per share
(Title of Class of Securities)
M15342104
(CUSIP Number)
12/31/2025
(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)
SCHEDULE 13G
CUSIP No.
M15342104
1
Names of Reporting Persons
Senvest Management, LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,066,772.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,066,772.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,066,772.00
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)
3.8 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP No.
M15342104
1
Names of Reporting Persons
Richard Mashaal
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
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,066,772.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,066,772.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,066,772.00
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)
3.8 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
AUDIOCODES LTD
(b)
Address of issuer's principal executive offices:
6 Ofra Haza Street, Park Naimi Building A, Or Yehuda, Israel
Item 2.
(a)
Name of person filing:
This statement is filed by Senvest Management, LLC and Richard Mashaal, with respect to the ordinary shares, nominal value NIS 0.01 per share ("Ordinary Shares"), of AudioCodes Ltd., an Israeli company (the "Company").
The reported securities are held in the account of Senvest Master Fund, LP and Senvest Technology Partners Master Fund, LP (collectively, the "Investment Vehicles").
Senvest Management, LLC may be deemed to beneficially own the securities held by the Investment Vehicles by virtue of Senvest Management, LLC's position as investment manager of the Investment Vehicles. Mr. Mashaal may be deemed to beneficially own the securities held by the Investment Vehicles by virtue of Mr. Mashaal's status as the managing member of Senvest Management, LLC. None of the foregoing should be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
Senvest Management, LLC
540 Madison Avenue, 32nd Floor
New York, New York 10022
Richard Mashaal
c/o Senvest Management, LLC
540 Madison Avenue, 32nd Floor
New York, New York 10022
(c)
Citizenship:
Senvest Management, LLC - Delaware
Richard Mashaal - Canada
(d)
Title of class of securities:
Ordinary Shares, nominal value NIS 0.01 per share
(e)
CUSIP No.:
M15342104
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:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 28,368,245 Ordinary Shares outstanding as of July 31, 2025, as reported in Exhibit 99.1 to the Company's Report of Foreign Issuer on Form 6-K filed with the Securities and Exchange Commission on August 12, 2025.
(b)
Percent of class:
3.8%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Investment Vehicles have the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the Ordinary Shares.
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.
What ownership stake in AudioCodes Ltd (AUDC) does Senvest report?
Senvest Management, LLC and Richard Mashaal report beneficial ownership of 1,066,772 Ordinary Shares of AudioCodes Ltd, representing 3.8% of the company’s outstanding shares. The holdings are maintained through Senvest Master Fund, LP and Senvest Technology Partners Master Fund, LP.
How is the 3.8% AudioCodes (AUDC) ownership percentage calculated?
The reported 3.8% ownership is based on 28,368,245 AudioCodes Ordinary Shares outstanding as of July 31, 2025. This outstanding share figure comes from a company Form 6-K exhibit, which the reporting persons reference to compute their percentage stake.
Who actually holds the AudioCodes (AUDC) shares reported by Senvest?
The 1,066,772 AudioCodes Ordinary Shares are held in the accounts of Senvest Master Fund, LP and Senvest Technology Partners Master Fund, LP. Senvest Management, LLC is investment manager to these funds, and Richard Mashaal is managing member of Senvest Management, LLC.
Do Senvest and Richard Mashaal seek control of AudioCodes (AUDC)?
The filing states the securities were not acquired and are not held for the purpose or effect of changing or influencing control of AudioCodes. It also notes they are not held in connection with any transaction intended to change control, except certain nomination activities.
What voting and dispositive powers do Senvest and Richard Mashaal have over AUDC shares?
Both Senvest Management, LLC and Richard Mashaal report no sole voting or dispositive power. They each report shared voting power over 1,066,772 Ordinary Shares and shared dispositive power over the same number, reflecting their roles with the investment vehicles holding the shares.
Why is the Senvest AudioCodes (AUDC) position on a Schedule 13G/A?
They file an amended Schedule 13G/A as passive investors, certifying the AudioCodes securities were not acquired to change or influence control. Schedule 13G is typically used by investors who exceed certain ownership thresholds without seeking active control of the issuer.