NewcelX (NCEL) VP of R&D reports 11,396-share stock option grant

Rhea-AI Filing Summary

NewcelX Ltd. VP of R&D Molakandov Kfir filed an initial Form 3 showing derivative ownership in company options. He holds an option to purchase 11,396 ordinary shares at an exercise price of 7.620 per share, expiring on November 4, 2035.

As of this filing, options for 949 ordinary shares are vested and currently exercisable. The remaining options vest in 11 equal quarterly installments beginning on May 4, 2026, subject to his continued service. To qualify for Israeli Section 102 tax benefits, these plan securities are registered in the name of a trustee.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Molakandov Kfir

(Last) (First) (Middle)

C/O NEWCELX LTD.

THE CIRCLE 6

(Street)

ZURICH 8058

(City) (State) (Zip)

SWITZERLAND

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
NewcelX Ltd. [ NCEL ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP of R&D

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option to Purchase Ordinary Shares	(1)	11/04/2035	Ordinary Shares	11,396(2)	$7.62	D

Explanation of Responses:

1. As of the date of this Form 3, options to purchase 949 ordinary shares are vested and currently exercisable. The remaining options vest and become exercisable beginning on May 4, 2026 in 11 equal installments on a quarterly basis, subject to the Reporting Person's continued service.

2. To qualify for certain tax benefits under Section 102 of the Israeli Tax Ordinance, securities issued to an employee in connection with the NewcelX Ltd. Share Option Plan Regulation 2021 must be registered in the name of a trustee.

	/s/ Kfir Molakandov	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does Molakandov Kfir report in his NewcelX (NCEL) Form 3?

Molakandov Kfir reports his initial beneficial ownership of stock options in NewcelX. He holds an option over 11,396 ordinary shares at a 7.620 exercise price, establishing his equity-linked compensation position as VP of R&D.

How many NewcelX options held by Molakandov Kfir are currently vested?

As of this Form 3, options to purchase 949 NewcelX ordinary shares are vested and currently exercisable. The rest of the 11,396-share option grant will vest over time, subject to his continued service with the company.

What is the vesting schedule for Molakandov Kfir’s NewcelX stock options?

Beyond the 949 already vested shares, the remaining NewcelX options vest in 11 equal installments on a quarterly basis. Vesting begins on May 4, 2026 and continues so long as he remains in service to the company.

When do Molakandov Kfir’s NewcelX stock options expire?

The reported option to purchase NewcelX ordinary shares expires on November 4, 2035. This expiration date defines how long he has the right to exercise vested options at the 7.620 per-share exercise price disclosed.

Why are Molakandov Kfir’s NewcelX options registered in a trustee’s name?

The options are registered in a trustee’s name to qualify for Israeli tax benefits under Section 102. NewcelX’s 2021 Share Option Plan requires employee securities seeking this treatment to be held by a trustee for tax-favored status.

What type of security is disclosed in Molakandov Kfir’s NewcelX Form 3?

The filing discloses an “Option to Purchase Ordinary Shares” of NewcelX with underlying ordinary shares. It is a derivative security granting the right to acquire 11,396 shares at a fixed 7.620 exercise price before the stated expiration date.