[SCHEDULE 13G/A] Global-E Online Ltd. SEC Filing

Rhea-AI Filing Summary

UBS AG is offering $375,000 of unsubordinated, unsecured Trigger Autocallable Contingent Yield Notes linked to Marvell Technology, Inc. (MRVL) common stock. The notes are issued at $10 each, settle on 10-Jul-2025, and mature on 10-Jan-2028 unless called earlier. Investors receive a contingent monthly coupon of 23.84% p.a. ($0.1987 per note) only when MRVL’s closing price on the relevant observation date is at or above the Coupon Barrier of $52.52 (73 % of the initial level).

• Automatic call: If MRVL closes at or above the Initial Level of $71.95 on any monthly observation date (other than the final valuation date), UBS redeems the notes at par plus the coupon, ending further payments.
• Principal at risk: If not called, full principal is repaid only when the Final Level on 6-Jan-2028 is at or above the Downside Threshold of $46.77 (65 % of the initial level). Otherwise, repayment equals $10 × (1 + Underlying Return), exposing investors to the full downside of MRVL below the threshold.
• Estimated initial value: $9.79, below the $10 issue price, reflecting dealer discount (1.75 %), hedging and issuance costs.
• Liquidity & credit: Notes are not exchange-listed; secondary market making is discretionary. All payments depend on UBS AG’s credit; FINMA resolution powers could impose write-downs or conversion to equity.

Key dates include 31 monthly observation dates beginning 7-Aug-2025. Minimum purchase is 100 notes ($1,000). The product suits investors seeking high contingent income, willing to accept equity-like downside, illiquidity, and issuer credit risk.

Positive

• High contingent coupon of 23.84 % per annum offers above-market income when the underlying stays above the 73 % barrier.
• Monthly automatic call feature could shorten duration and enhance annualised return if MRVL trades at or above the initial level.
• Contingent principal protection repays full par if MRVL remains above the 65 % downside threshold at maturity.

Negative

• Full downside participation below the 65 % threshold exposes investors to substantial capital loss, potentially 100 %.
• Unsecured UBS credit risk; payments depend on issuer solvency and are subject to Swiss resolution powers.
• No market listing and limited liquidity may force investors to sell at significant discounts before maturity.
• Issue price exceeds estimated value ($10 vs $9.79), embedding costs and reducing secondary-market valuations.
• Investors forego MRVL dividends and upside appreciation, limiting total return to contingent coupons.

Insights

Structured-Products Analyst

TL;DR: High 23.84 % coupon compensates for significant equity and credit risk; structure is typical, impact limited.

The note’s economics are standard for trigger autocallables: a rich headline coupon offset by a 65 % barrier and unsecured exposure to UBS. The estimated value (97.9 % of par) implies an up-front cost of 21 bps after dealer spread, reasonable for retail distribution. Automatic call frequency (monthly) makes average life short if MRVL trades sideways or higher, limiting coupon accrual. Conversely, a 35 % sell-off without recovery triggers principal loss, and investors miss any upside above par. Given the small $375k issuance, market impact on UBS or MRVL is negligible. Overall risk/return is neutral: attractive for yield-seeking investors cognizant of downside, but not a material event for broader markets.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)

Global-E Online Ltd.

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

M5216V106

(CUSIP Number)

06/30/2025

(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. M5216V106

1

Names of Reporting Persons

Morgan Stanley

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 8,357,863.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,713,636.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,713,636.00

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)

5.1 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP No. M5216V106

1

Names of Reporting Persons

Morgan Stanley Investment Management Inc.

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 8,274,297.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,626,694.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,626,694.00

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)

5.1 %

12

Type of Reporting Person (See Instructions)

IA, CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Global-E Online Ltd.
(b)	Address of issuer's principal executive offices: 25 BASEL STREET, PETAH, L3, 4951038
Item 2.
(a)	Name of person filing: 1: Morgan Stanley 2: Morgan Stanley Investment Management Inc.
(b)	Address or principal business office or, if none, residence: 1: 1585 Broadway, New York, NY 10036 ;2: 1585 Broadway, New York, NY 10036
(c)	Citizenship: 1: Delaware 2: Delaware
(d)	Title of class of securities: Ordinary Shares
(e)	CUSIP No.: M5216V106
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 the response(s) to Item 9 on the attached cover page(s).
(b)	Percent of class: 5.1 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See the response(s) to Item 5 on the attached cover page(s).
	(ii) Shared power to vote or to direct the vote: See the response(s) to Item 6 on the attached cover page(s).
	(iii) Sole power to dispose or to direct the disposition of: See the response(s) to Item 7 on the attached cover page(s).
	(iv) Shared power to dispose or to direct the disposition of: See the response(s) to Item 8 on the attached cover page(s).
Item 5.	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.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99.2
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 acquired and are held in the ordinary course of business and 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. * In Accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned, or that may be deemed to be beneficially owned, by certain operating units (collectively, the "MS Reporting Units") of Morgan Stanley and its subsidiaries and affiliates (collectively, "MS"). This filing does not reflect securities, if any, beneficially owned by any operating units of MS whose ownership of securities is disaggregated from that of the MS Reporting Units in accordance with the Release.

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.

Morgan Stanley

Signature:	Christopher O'Hara
Name/Title:	Authorized Signatory, Morgan Stanley
Date:	07/08/2025

Morgan Stanley Investment Management Inc.

Signature:	Deidre A. Downes
Name/Title:	Authorized Signatory, Morgan Stanley Investment Management Inc.
Date:	07/08/2025

Exhibit Information

EXHIBIT NO. EXHIBITS ------------------ ------------------------------------ 99.1 Joint Filing Agreement 99.2 Item 7 Information * Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).

FAQ

What is the coupon rate on UBS’s Trigger Autocallable Notes linked to MRVL?

The notes pay a contingent coupon of 23.84 % per annum ($0.1987 per $10 note) when MRVL closes at or above $52.52 on an observation date.

When can the MRVL-linked notes be automatically called?

UBS will call the notes on any monthly observation date before maturity if MRVL’s closing price is ≥ $71.95, the initial level.

How much principal protection do investors have?

Principal is fully repaid only if, at maturity, MRVL is ≥ $46.77 (65 % of the initial level). Below that, losses mirror MRVL’s decline.

What is the estimated initial value versus the issue price?

UBS estimates the notes’ initial value at $9.79 compared with the $10 issue price, reflecting fees and hedging costs.

Are the notes listed on an exchange?

No. The notes will not be listed; any secondary trading depends on UBS Securities LLC making a market.

What is the minimum investment size?

Investors must purchase at least 100 notes, equivalent to a $1,000 notional investment.