Hayon reports 7.3% stake in Inspira Technologies

Joe Ronen Hayon filed an amended Schedule 13G reporting beneficial ownership of 3,204,010 ordinary shares of Inspira Technologies OXY B.H.N.

Rhea-AI Filing Summary

Joe Ronen Hayon filed an amended Schedule 13G reporting beneficial ownership of 3,204,010 ordinary shares of Inspira Technologies OXY B.H.N. Ltd, representing 7.3% of the class as of December 31, 2025, based on 43,859,838 outstanding ordinary shares.

The holding consists of 655,623 ordinary shares, 2,491,228 ordinary shares vested from restricted stock units, and 57,159 ordinary shares issuable upon option exercise within 60 days of December 31, 2025. Hayon reports sole voting and dispositive power over all 3,204,010 shares and no shared power.

FAQ

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What ownership stake in IINN does Joe Ronen Hayon report?

Joe Ronen Hayon reports beneficial ownership of 3,204,010 ordinary shares of Inspira Technologies, equal to 7.3% of the outstanding class, based on 43,859,838 ordinary shares of the issuer as of December 31, 2025.

How is Joe Ronen Hayon’s 3,204,010-share position in IINN constructed?

The 3,204,010-share position includes 655,623 ordinary shares, 2,491,228 ordinary shares from vested restricted stock units, and 57,159 ordinary shares issuable upon option exercise within 60 days of December 31, 2025, all counted as beneficially owned.

What voting and dispositive powers does Hayon report over IINN shares?

Hayon reports sole power to vote and dispose of all 3,204,010 ordinary shares of Inspira Technologies. He reports zero shared voting power and zero shared dispositive power, indicating exclusive control over these securities under Schedule 13G reporting rules.

What is the date of the event triggering this IINN Schedule 13G/A?

The event requiring this Schedule 13G/A is dated December 31, 2025. Holdings, ownership percentage, and option exercisability are all calculated with reference to this date, including options exercisable within 60 days of December 31, 2025.

What type of securities does the IINN Schedule 13G/A cover?

The filing covers ordinary shares of Inspira Technologies OXY B.H.N. Ltd, identified by CUSIP M53637100. It aggregates directly held shares, vested restricted stock units, and options exercisable within 60 days into a single beneficial ownership position.

Does anyone else share beneficial ownership of these IINN shares with Hayon?

The filing states Hayon has sole voting and dispositive power over all 3,204,010 ordinary shares and reports no shared voting or shared dispositive power. It also indicates no group or other person is identified as sharing this ownership.

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Accepted by SEC EDGAR 02/17/2026 - 08:21 AM EST Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)

Inspira Technologies OXY B.H.N. Ltd

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

M53637100

(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. M53637100

1

Names of Reporting Persons

Hayon Joe Ronen

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 3,204,010.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 3,204,010.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,204,010.00

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)

7.3 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: The beneficial ownership of the Reporting Person consists of (i) 655,623 ordinary shares, (ii) 2,491,228 ordinary shares vested pursuant to issued and outstanding restricted stock units, (iii) 57,159 ordinary shares issuable upon the exercise of options within 60 days of December 31, 2025. The percentage above is based on 43,859,838 outstanding shares of issuer's ordinary shares.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Inspira Technologies OXY B.H.N. Ltd
(b)	Address of issuer's principal executive offices: HATIDHAR 2, 11TH FLOOR, RA'ANANA, ISRAEL, 4366504.
Item 2.
(a)	Name of person filing: Joe Ronen Hayon
(b)	Address or principal business office or, if none, residence: Derech Klil Hahoresh 14 Gesher Haziv 22815 Israel
(c)	Citizenship: State of Israel.
(d)	Title of class of securities: Ordinary Shares
(e)	CUSIP No.: M53637100
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: 3,204,010 ordinary shares
(b)	Percent of class: 7.3%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 3,204,010 ordinary shares
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 3,204,010 ordinary shares
	(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:
	Not Applicable

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.

Hayon Joe Ronen

Signature:	/s/ Joe Ronen Hayon
Name/Title:	Joe Ronen Hayon
Date:	02/17/2026