Harel Insurance Investments & Financial Services Ltd. filed an amended ownership report for Formula Systems (1985) Ltd., stating beneficial ownership of 748,111 Ordinary Shares, equal to 4.9% of the class, based on 15,334,667 Ordinary Shares outstanding as of June 1, 2026.
Of these shares, 741,299 are held for public investors through funds and insurance products managed by Harel subsidiaries, 6,338 are held in third-party client accounts managed by a subsidiary as portfolio manager, and 474 shares are held for Harel’s own account. Harel reports no sole voting or dispositive power; voting and investment powers are shared and largely exercised by independently managed subsidiaries. Harel states this filing should not be construed as an admission that it is the beneficial owner of more than 474 shares.
Positive
None.
Negative
None.
Key Figures
Beneficial ownership:748,111 Ordinary SharesOwnership percentage:4.9 %Shares outstanding:15,334,667 Ordinary Shares+4 more
7 metrics
Beneficial ownership748,111 Ordinary SharesShares of Formula Systems reported as beneficially owned by Harel
Ownership percentage4.9 %Percentage of Formula Systems Ordinary Shares beneficially owned
Shares outstanding15,334,667 Ordinary SharesIssued and outstanding as of June 1, 2026
Own-account holdings474 Ordinary SharesShares Harel states are beneficially held for its own account
Fund/public holdings741,299 Ordinary SharesHeld for public investors through funds and similar products
Client accounts6,338 Ordinary SharesHeld in third-party client accounts managed by a Harel subsidiary
Sole voting power0Shares over which Harel reports sole power to vote
Key Terms
beneficially owned, dispositive power, American Depositary Shares, percent of class, +1 more
5 terms
beneficially ownedfinancial
"Of the 748,111 Ordinary Shares reported in this Statement as beneficially owned"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
dispositive powerfinancial
"Sole Dispositive Power 0.00 6 | Shared Dispositive Power 748,111.00"
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.
American Depositary Sharesfinancial
"Title of class of securities: American Depositary Shares, each representing one 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.
percent of classfinancial
"Row (11) is based on 15,334,667 Ordinary Shares issued and outstanding"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
portfolio managersfinancial
"third-party client accounts managed by a subsidiary of the Reporting Person as portfolio managers"
What percentage of Formula Systems (FORTY) does Harel currently report owning?
Harel reports beneficial ownership of 4.9% of Formula Systems’ Ordinary Shares. This percentage is calculated based on 15,334,667 shares outstanding as of June 1, 2026, as reported by Formula Systems.
How many Formula Systems shares does Harel report as beneficially owned in this 13G/A?
Harel reports beneficial ownership of 748,111 Ordinary Shares of Formula Systems. This total includes shares held through various funds, client accounts managed by subsidiaries, and 474 shares held for Harel’s own account.
How many Formula Systems shares does Harel hold directly for its own account (FORTY)?
Harel states that only 474 Ordinary Shares of Formula Systems are beneficially held for its own account. The remaining reported holdings are for public investors and third-party clients through subsidiaries and managed accounts.
Does Harel have sole voting power over its Formula Systems (FORTY) holdings?
Harel reports no sole voting power over Formula Systems shares. Voting power is reported as shared and is largely exercised by independently managed subsidiaries that make their own voting and investment decisions.
Why does Harel say it is not the beneficial owner of most Formula Systems (FORTY) shares reported?
Harel explains that most shares are held for public investors or third-party clients through independently managed subsidiaries. It states the filing should not be seen as an admission that Harel is the beneficial owner of more than 474 shares.
What number of Formula Systems (FORTY) shares outstanding is used to calculate Harel’s 4.9%?
The 4.9% ownership is based on 15,334,667 Ordinary Shares of Formula Systems issued and outstanding as of June 1, 2026, as reported by the company in an exhibit to a Form 6-K.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 8)
FORMULA SYSTEMS (1985) LTD
(Name of Issuer)
American Depositary Shares, each representing one Ordinary Share, NIS 1 par value
(Title of Class of Securities)
346414105
(CUSIP Number)
06/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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
0.00
6
Shared Voting Power
741,773.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
748,111.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
748,111.00
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)
4.9 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: * With regard to the date of event that requires filing, see the explanatory note in Item 4.
With regard to Rows (6), (8) and (9), please see Item 4.
Row (11) is based on 15,334,667 Ordinary Shares issued and outstanding as of June 1, 2026 (as reported by the Issuer in Exhibit 99.1 to its Report on Form 6-K filed with the Securities and Exchange Commission on June 15, 2026).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
FORMULA SYSTEMS (1985) LTD
(b)
Address of issuer's principal executive offices:
Yahadut Canada 1 Street, Or Yehuda, Israel, 6037501
Address or principal business office or, if none, residence:
3 Aba Hillel Street, Ramat Gan 52118, Israel
(c)
Citizenship:
Israel
(d)
Title of class of securities:
American Depositary Shares, each representing one Ordinary Share, NIS 1 par value
(e)
CUSIP No.:
346414105
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:
Of the 748,111 Ordinary Shares reported in this Statement as beneficially owned by the Reporting Person, (i) 741,299 Ordinary Shares are held for members of the public through, among others, provident funds and/or mutual funds and/or pension funds and/or insurance policies and/or exchange traded funds, which are managed by subsidiaries of the Reporting Person, each of which subsidiaries operates under independent management and makes independent voting and investment decisions, (ii) 6,338 Ordinary Shares are held by third-party client accounts managed by a subsidiary of the Reporting Person as portfolio managers, which subsidiary operates under independent management and makes independent investment decisions and has no voting power in the securities held in such client accounts, and (iii) 474 Ordinary Shares are beneficially held for its own account. Consequently, this Statement shall not be construed as an admission by the Reporting Person that it is the beneficial owner of more than 474 Ordinary Shares covered by this Statement.
(b)
Percent of class:
See Row (11) of the cover page of the Reporting Person above.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
See Row (6) of the cover page of the Reporting Person above and note in Item 4 above.
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
See Row (8) of the cover page of the Reporting Person above and note in Item 4 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.
