Evogene (EVGN) investors add 202K ADSs, now hold 16.81% stake

Rhea-AI Filing Summary

L.I.A. Pure Capital Ltd., Invest Pro Shukai Hon Ltd. and related individuals filed Amendment No. 1 to their Schedule 13D on Evogene Ltd. after Pure Capital purchased 202,000 additional American Depositary Shares (ADSs) using working capital. The reporting persons now beneficially own 2,228,100 Ordinary Shares/ADSs, representing about 16.81% of Evogene’s share capital.

This percentage is calculated using 13,258,521 Ordinary Shares reported as held by non-affiliates as of July 17, 2026, and they state the actual percentage ownership may be lower. Pure Capital has sole dispositive power over 1,672,000 ADSs and 56,100 Ordinary Shares, while Invest Pro has sole dispositive power over 500,000 ADSs, with voting power shared under an oral voting agreement. The individuals may be deemed beneficial owners through their control of these entities but expressly disclaim beneficial ownership beyond their pecuniary interests and the existence of any Section 13(d) group.

Key Figures

Additional ADSs acquired: 202,000 ADSs Total beneficial ownership: 2,228,100 Ordinary Shares/ADSs Ownership percentage: 16.81 % +4 more

7 metrics

Additional ADSs acquired 202,000 ADSs Pure Capital acquired 202,000 additional ADSs using working capital

Total beneficial ownership 2,228,100 Ordinary Shares/ADSs Aggregate amount beneficially owned by each reporting person

Ownership percentage 16.81 % Percent of Evogene share capital represented by 2,228,100 shares

Baseline shares outstanding 13,258,521 Ordinary Shares Ordinary Shares held by non-affiliates as of July 17, 2026

Pure Capital sole dispositive ADSs 1,672,000 ADSs ADSs over which Pure Capital has sole dispositive power

Pure Capital Ordinary Shares 56,100 Ordinary Shares Ordinary Shares over which Pure Capital has sole dispositive power

Invest Pro ADSs 500,000 ADSs ADSs over which Invest Pro has sole dispositive power

Key Terms

American Depositary Shares, beneficial owner, dispositive power, Schedule 13(d), +1 more

5 terms

American Depositary Shares financial

"additional purchases of American Depositary Shares ("ADSs"), each representing one (1) Ordinary Share"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

beneficial owner regulatory

"may be deemed a beneficial owner of any ADSs or Ordinary Shares beneficially owned by Pure Capital"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

dispositive power regulatory

"Pure Capital has the sole dispositive power over 1,672,000 ADSs and 56,100 Ordinary Shares"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

Schedule 13(d) regulatory

"for purposes of Schedule 13(d) of the Securities Exchange Act of 1934"

oral voting agreement regulatory

"Voting power with respect to the reported securities is shared pursuant to the terms of the oral voting agreement"

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Available on EDGAR 07/20/2026 - 03:47 PM Accepted by SEC EDGAR 07/20/2026 - 03:46 PM Learn about SEC filing dates

FAQ

What ownership change in EVGN did L.I.A. Pure Capital report?

L.I.A. Pure Capital reported buying 202,000 additional ADSs of Evogene. After these purchases, the reporting persons together beneficially own 2,228,100 Ordinary Shares/ADSs, which they calculate as about 16.81% of Evogene’s share capital based on a disclosed share count.

How many Evogene (EVGN) shares do the reporting persons now beneficially own?

The reporting persons state beneficial ownership of 2,228,100 Ordinary Shares/ADSs of Evogene. This figure reflects ADSs and Ordinary Shares over which they have dispositive or shared voting power, including holdings through L.I.A. Pure Capital Ltd. and Invest Pro Shukai Hon Ltd.

What percentage of Evogene (EVGN) does the 13D/A say is owned?

They report holding approximately 16.81% of Evogene’s outstanding share capital. This percentage is based on 13,258,521 Ordinary Shares reported as held by non-affiliates as of July 17, 2026, and they note the actual percentage may be lower.

How are Evogene (EVGN) shares split between Pure Capital and Invest Pro?

Pure Capital has sole dispositive power over 1,672,000 ADSs and 56,100 Ordinary Shares, while Invest Pro has sole dispositive power over 500,000 ADSs. Voting power over 2,172,000 ADSs and 56,100 Ordinary Shares is shared under an oral voting agreement.

Do the individual filers directly own Evogene (EVGN) shares?

The amendment states that Kfir Silberman and Ron Yair Peled do not directly own any ADSs or Ordinary Shares. Each may be deemed a beneficial owner through his control of Pure Capital or Invest Pro, but they disclaim beneficial ownership beyond pecuniary interests.

On what share count is the reported 16.81% EVGN stake based?

The reported 16.81% stake is based on at least 13,258,521 Ordinary Shares that Evogene disclosed were held by non-affiliates as of July 17, 2026. The filers highlight that total shares outstanding were not disclosed, so the true percentage may be lower.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Evogene Ltd.

(Name of Issuer)

Ordinary shares, par value NIS 0.20 per share and American Depositary Shares, each representing one (1) Ordinary Share

(Title of Class of Securities)

M4119S187

(CUSIP Number)

Kfir Silberman
L.I.A. Pure Capital Ltd., 20 Raoul Wallenberg Street
Tel Aviv, L3, 6971916
972-3-7175777

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/16/2026

(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).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): M4119S187

1

Name of reporting person

L.I.A. Pure Capital Ltd.

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)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,228,100.00
9	Sole Dispositive Power 1,728,100.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,228,100.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.81 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) The percentage of ordinary shares, par value NIS 0.20 per share, of Evogene Ltd. (the "Ordinary Shares" and the "Issuer", respectively) beneficially owned by the Reporting Person is based on at least 13,258,521 Ordinary Shares outstanding as of July 17, 2026. The Issuer disclosed in Amendment No. 1 to the Prospectus Supplement on Form 424(b)(5), filed with the Securities and Exchange Commission on July 17, 2026, that 13,258,521 Ordinary Shares were held by non-affiliates as of that date, but did not disclose the total number of ordinary shares outstanding. Accordingly, the actual number of ordinary shares outstanding, and therefore the Reporting Person's actual percentage ownership, may be lower than the percentage reported herein.

SCHEDULE 13D

CUSIP Number(s): M4119S187

1

Name of reporting person

Kfir Silberman

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)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,228,100.00
9	Sole Dispositive Power 1,728,100.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,228,100.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.81 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) The securities reported on this Schedule are held by L.I.A. Pure Capital Ltd. ("Pure Capital"). Kfir Silberman is the officer, sole director, chairman of the board of directors and controlling shareholder of Pure Capital. (2) The percentage of Ordinary Shares beneficially owned by the Reporting Person is based on at least 13,258,521 Ordinary Shares outstanding as of July 17, 2026. The Issuer disclosed in Amendment No. 1 to the Prospectus Supplement on Form 424(b)(5), filed with the Securities and Exchange Commission on July 17, 2026, that 13,258,521 Ordinary Shares were held by non-affiliates as of that date, but did not disclose the total number of ordinary shares outstanding. Accordingly, the actual number of ordinary shares outstanding, and therefore the Reporting Person's actual percentage ownership, may be lower than the percentage reported herein.

SCHEDULE 13D

CUSIP Number(s): M4119S187

1

Name of reporting person

Invest Pro Shukai Hon Ltd.

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)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,228,100.00
9	Sole Dispositive Power 500,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,228,100.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.81 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) The percentage of Ordinary Shares beneficially owned by the Reporting Person is based on at least 13,258,521 Ordinary Shares outstanding as of July 17, 2026. The Issuer disclosed in Amendment No. 1 to the Prospectus Supplement on Form 424(b)(5), filed with the Securities and Exchange Commission on July 17, 2026, that 13,258,521 Ordinary Shares were held by non-affiliates as of that date, but did not disclose the total number of ordinary shares outstanding. Accordingly, the actual number of ordinary shares outstanding, and therefore the Reporting Person's actual percentage ownership, may be lower than the percentage reported herein.

SCHEDULE 13D

CUSIP Number(s): M4119S187

1

Name of reporting person

Ron Yair Peled

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)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,228,100.00
9	Sole Dispositive Power 500,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,228,100.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.81 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) The securities reported on this Schedule are held by Invest Pro Shukai Hon Ltd. ("Invest Pro"). Ron Yair Peled is the owner and the Chief Executive Officer of Invest Pro. (2) The percentage of Ordinary Shares beneficially owned by the Reporting Person is based on at least 13,258,521 Ordinary Shares outstanding as of July 17, 2026. The Issuer disclosed in Amendment No. 1 to the Prospectus Supplement on Form 424(b)(5), filed with the Securities and Exchange Commission on July 17, 2026, that 13,258,521 Ordinary Shares were held by non-affiliates as of that date, but did not disclose the total number of ordinary shares outstanding. Accordingly, the actual number of ordinary shares outstanding, and therefore the Reporting Person's actual percentage ownership, may be lower than the percentage reported herein.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary shares, par value NIS 0.20 per share and American Depositary Shares, each representing one (1) Ordinary Share
(b)	Name of Issuer: Evogene Ltd.
(c)	Address of Issuer's Principal Executive Offices: 13 Gad Feinstein Street, Park Rehovot, Rehovot, ISRAEL , 7638517.
Item 1 Comment: The following constitutes Amendment No. 1 ("Amendment No. 1") to the Schedule 13D previously filed by the undersigned on July 10, 2026 (as amended, the "Schedule 13D"). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Each capitalized term used and not defined herein shall have the meaning assigned to such term in the Schedule 13D. Except as provided herein, each Item of the Schedule 13D remains unchanged. This Amendment No. 1 is being filed to report the increase of the Reporting Persons' beneficial ownership in the Issuer as a result of additional purchases of American Depositary Shares ("ADSs"), each representing one (1) Ordinary Share, by Pure Capital.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is hereby amended to add the following at the end thereof: Pure Capital acquired 202,000 additional ADSs using working capital.
Item 5.	Interest in Securities of the Issuer
(a)	(a) Part (a) of Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: The information included herein is based on a total of at least 13,258,521 Ordinary Shares outstanding as of July 17, 2026. The Issuer disclosed in Amendment No. 1 to the Prospectus Supplement on Form 424(b)(5), filed with the Securities and Exchange Commission on July 17, 2026, that 13,258,521 Ordinary Shares were held by non-affiliates as of that date, but did not disclose the total number of ordinary shares outstanding. Accordingly, the actual number of Ordinary Shares outstanding, and therefore the Reporting Person's actual percentage ownership, may be lower than the percentage reported herein. Pure Capital has the sole dispositive power over 1,672,000 ADSs and 56,100 Ordinary Shares, representing in the aggregate approximately 13.03% of the outstanding share capital of the Issuer, and a shared voting power over 2,172,000 ADSs and 56,100 Ordinary Shares, representing in the aggregate approximately 16.81% of the outstanding share capital of the Issuer. Kfir Silberman does not directly own any ADSs or Ordinary Shares. Mr. Silberman, as the owner and controlling shareholder of Pure Capital, may be deemed a beneficial owner of any ADSs or Ordinary Shares beneficially owned by Pure Capital. Pro Invest has the sole dispositive over 500,000 ADSs, representing approximately 3.77% of the outstanding share capital of the Issuer, and a shared voting power over 2,172,000 ADSs and 56,100 Ordinary Shares, representing in the aggregate approximately 16.81% of the outstanding share capital of the Issuer. Ron Yair Peled does not directly own any ADSs or Ordinary Shares. Ron Yair Peled is the owner and the Chief Executive Officer of Invest Pro. Mr. Yair Peled, as the owner and controlling shareholder of Invest Pro, may be deemed a beneficial owner of any ADSs or Ordinary Shares beneficially owned by Invest Pro. Voting power with respect to the reported securities is shared pursuant to the terms of the oral voting agreement, as described in Item 6. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the beneficial owners of any securities of the Issuer he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The Reporting Persons may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that a group exists for purposes of Schedule 13(d) of the Exchange Act or for any other purpose, and each Reporting Person disclaims the existence of any such group.
(c)	(c) Part (c) of Item 5 of the Schedule 13D is hereby amended and supplemented as follows: The transactions in the securities of the Issuer by the Reporting Persons since the filing of the Schedule 13D are set forth in Exhibit 3 and are incorporated herein by reference. All of such transactions were effected in the open market.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: Exhibit 3 - Transactions in Securities.

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.

L.I.A. Pure Capital Ltd.

Signature:	/s/ Kfir Silberman
Name/Title:	Kfir Silberman/Chairman and Chief Executive Officer
Date:	07/20/2026

Kfir Silberman

Signature:	/s/ Kfir Silberman
Name/Title:	: Kfir Silberman
Date:	07/20/2026

Invest Pro Shukai Hon Ltd.

Signature:	/s/ Eli Zamir
Name/Title:	Eli Zamir/Director
Date:	07/20/2026

Ron Yair Peled

Signature:	/s/ Ron Yair Peled
Name/Title:	Ron Yair Peled
Date:	07/20/2026