Farmmi holder trims stake to 0.1% in 13G amendment

Rhea-AI Filing Summary

S.H.N. Financial Investments Ltd. filed an amended Schedule 13G reporting its beneficial ownership in Farmmi, Inc. Class A Ordinary Shares. The firm now reports beneficial ownership of 22,301 Pre-Funded Warrants, representing 0.1% of the class, based on 37,434,077 Class A Ordinary Shares outstanding under a June 30, 2026 prospectus. These 22,301 warrants are reported with sole voting and sole dispositive power, and no shared power. The amendment references an earlier filing covering 4,154,720 Class A Ordinary Shares purchased on June 30, 2026. The filing notes that CEO Nir Shamir may be deemed to beneficially own these securities under Rule 13d-3, but he disclaims beneficial ownership for all other purposes.

Key Figures

Beneficially owned securities: 22,301 Percent of class: 0.1% Shares outstanding: 37,434,077 +3 more

6 metrics

Beneficially owned securities 22,301 Pre-Funded Warrants reported as beneficially owned by S.H.N. Financial Investments Ltd.

Percent of class 0.1% Portion of Farmmi Class A Ordinary Shares represented by the reported holdings

Shares outstanding 37,434,077 Class A Ordinary Shares outstanding per Farmmi prospectus under Rule 424(b)(5) filed June 30, 2026

Prior covered shares 4,154,720 Class A Ordinary Shares covered by the related filing for purchases on June 30, 2026

Sole voting power 22,301 Number of securities over which S.H.N. Financial Investments has sole voting power

Sole dispositive power 22,301 Number of securities over which S.H.N. Financial Investments has sole dispositive power

Key Terms

Pre-Funded Warrants, beneficially own, Sole Voting Power, dispositive power, +1 more

5 terms

Pre-Funded Warrants financial

"The amounts in Row (5), (7) and (9) represent 22,301 Pre-Funded Warrants."

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

beneficially own regulatory

"may be deemed to beneficially own (as that term is defined in Rule 13d-3)"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

Sole Voting Power financial

"Sole Voting Power 22,301.00 6 | Shared Voting Power 0.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

dispositive power financial

"Sole Dispositive Power 22,301.00 8 | Shared Dispositive Power 0.00"

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.

Rule 424(b)(5) regulatory

"based on the Issuer's Prospectus under Rule 424(b)(5), filed with the"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of Farmmi, Inc. (FAMI) does S.H.N. Financial Investments currently report owning?

S.H.N. Financial Investments reports beneficial ownership of 0.1% of Farmmi’s Class A Ordinary Shares. This percentage is based on 37,434,077 shares outstanding, as disclosed in Farmmi’s June 30, 2026 prospectus under Rule 424(b)(5).

How many Farmmi, Inc. (FAMI) securities does S.H.N. Financial Investments report in this Schedule 13G/A?

The filing reports beneficial ownership of 22,301 Pre-Funded Warrants tied to Farmmi’s Class A Ordinary Shares. These 22,301 warrants are attributed entirely to S.H.N. Financial Investments with sole voting and sole dispositive power and no shared authority.

What share count did the prior July 6, 2026 filing for Farmmi, Inc. (FAMI) cover?

The amendment states it refers to a prior filing covering 4,154,720 Class A Ordinary Shares. Those shares were purchased on June 30, 2026, and the current amendment updates the reported beneficial ownership position to 22,301 Pre-Funded Warrants.

On what share base is S.H.N. Financial Investments’ 0.1% stake in Farmmi, Inc. (FAMI) calculated?

The 0.1% ownership is calculated using 37,434,077 Class A Ordinary Shares outstanding. This outstanding share figure comes from Farmmi’s prospectus under Rule 424(b)(5), which was filed on June 30, 2026 with the securities regulator.

Who signed the Schedule 13G/A for Farmmi, Inc. (FAMI) and in what capacity?

The amendment is signed by /s/ Nir Shamir as Chief Executive Officer of S.H.N. Financial Investments Ltd. The signature is dated 08/14/2026, and the filing notes he may be deemed to beneficially own the reported securities but disclaims ownership otherwise.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/14/2026 - 08:02 AM Accepted by SEC EDGAR 08/14/2026 - 08:01 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Farmmi, Inc.

(Name of Issuer)

Class A Ordinary Shares, $ 0.000,000,010 par value

(Title of Class of Securities)

G33277149

(CUSIP Number)

08/14/2026

(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 Number(s): G33277149

1

Names of Reporting Persons

S.H.N. Financial Investments 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 22,301.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 22,301.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

22,301.00

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)

0.1 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Farmmi, Inc.
(b)	Address of issuer's principal executive offices: Fl 1, Building No. 1, 888 Tianning Street, Liandu District, Lishui, Zhejiang Province, People's Republic of China 323000
Item 2.
(a)	Name of person filing: S.H.N. Financial Investments Ltd.
(b)	Address or principal business office or, if none, residence: Herzliya Hills Arik Einstein 3, Israel, 4610301
(c)	Citizenship: Israel
(d)	Title of class of securities: Class A Ordinary Shares, $ 0.000,000,010 par value
(e)	CUSIP No.: G33277149
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: 22,301 This amendment refers to a Schedule 13G filed with the Securities and Exchange Commission on July 6, 2026, covering 4,154,720 Class A Ordinary Shares purchased on June 30, 2026. The amounts in Row (5), (7) and (9) represent 22,301 Pre-Funded Warrants. The percentage set forth on Row (11) of the cover page for the Reporting Person is based on 37,434,077 Class A Ordinary Shares outstanding, based on the Issuer's Prospectus under Rule 424(b)(5), filed with the Securities and Exchange Commission on June 30, 2026. Nir Shamir is the Chief Executive Officer of the Reporting Person. As such, Mr. Shamir may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the securities described herein. To the extent Mr. Shamir is deemed to beneficially own such securities, Mr. Shamir disclaims beneficial ownership of these securities for all other purposes.
(b)	Percent of class: 0.1%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 22,301
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 22,301
	(iv) Shared power to dispose or to direct the disposition of: 0
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.

S.H.N. Financial Investments Ltd.

Signature:	/s/ Nir Shamir
Name/Title:	Nir Shamir, Chief Executive Officer
Date:	08/14/2026