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Nano Dimension: Tang tops 10% as share count falls

The reporting persons' beneficial ownership percentage exceeded 10% because Nano Dimension's outstanding share count decreased, not because they acquired shares.

(High)

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Form Type
3

Rhea-AI Filing Summary

Nano Dimension Ltd. (NNDM) ownership disclosures report 21,000,000 ordinary shares as indirectly held through LPs and affiliated entities, with the reported position dated October 16, 2026. The shares are beneficially owned by Tang Capital Partners, LP, Tang Capital Partners International, LP, Tang Capital Partners III, Inc., and Tang Capital Partners IV, Inc.

Kevin Tang and Tang Capital Management LLC are identified as 10% owners. Their reported beneficial ownership percentage exceeded 10% solely because the number of ordinary shares outstanding decreased, not because they acquired shares. Kevin Tang is the sole manager of Tang Capital Management LLC and has a pecuniary interest in the shares.

Insights

Analyzing...

Insider TANG KEVIN, TANG CAPITAL MANAGEMENT LLC
Role 10% Owner | 10% Owner
Type Security Shares Price Value
holding Ordinary Shares F1, F2 -- -- --
Holdings After Transaction: Ordinary Shares — 21,000,000 shares (Indirect, By LP)
Footnotes (2)
  1. F1. The Reporting Persons' beneficial ownership percentage exceeded 10% solely as a result of a decrease in the Ordinary Shares outstanding and not as a result of any acquisition of shares by the Reporting Persons.
  2. F2. The shares are beneficially owned by Tang Capital Partners, LP ("TCP"), Tang Capital Partners International, LP ("TCPI"), Tang Capital Partners III, Inc. ("TCP III") and Tang Capital Partners IV, Inc. ("TCP IV"). Kevin Tang is the sole manager of Tang Capital Management, LLC, which is the general partner of TCP and TCPI. Kevin Tang is the sole director and Chief Executive Officer of TCP III and TCP IV, which are indirectly wholly owned by TCP. Mr. Tang has a pecuniary interest in the shares beneficially held by TCP, TCPI, TCP III and TCP IV.
Indirect ordinary shares 21,000,000 shares Reported position dated October 16, 2026; beneficially owned by the named Tang entities
Beneficial ownership percentage More than 10% Exceeded this level solely as a result of a decrease in ordinary shares outstanding
beneficial ownership regulatory
"The Reporting Persons' beneficial ownership percentage exceeded 10%"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"Mr. Tang has a pecuniary interest in the shares"
general partner financial
"the general partner of TCP and TCPI"
A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.

FAQ

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

How many NNDM shares are listed in the Form 3?

Nano Dimension's ownership disclosures list 21,000,000 ordinary shares as beneficially owned by Tang Capital Partners, LP, Tang Capital Partners International, LP, Tang Capital Partners III, Inc., and Tang Capital Partners IV, Inc. The position is reported indirectly through LPs.

Why did the NNDM reporting persons' beneficial ownership percentage exceed 10%?

The reported beneficial ownership percentage exceeded 10% solely because the number of Nano Dimension ordinary shares outstanding decreased. The footnote states that this did not result from an acquisition of shares by the reporting persons.

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

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
TANG KEVIN

(Last)(First)(Middle)
4747 EXECUTIVE DRIVE
SUITE 210

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
10/16/2026
3. Issuer Name and Ticker or Trading Symbol
Nano Dimension Ltd. [ NNDM ]
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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
Ordinary Shares21,000,000(1)IBy LP(2)
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 ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
TANG KEVIN

(Last)(First)(Middle)
4747 EXECUTIVE DRIVE
SUITE 210

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
TANG CAPITAL MANAGEMENT LLC

(Last)(First)(Middle)
4747 EXECUTIVE DRIVE
SUITE 210

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The Reporting Persons' beneficial ownership percentage exceeded 10% solely as a result of a decrease in the Ordinary Shares outstanding and not as a result of any acquisition of shares by the Reporting Persons.
2. The shares are beneficially owned by Tang Capital Partners, LP ("TCP"), Tang Capital Partners International, LP ("TCPI"), Tang Capital Partners III, Inc. ("TCP III") and Tang Capital Partners IV, Inc. ("TCP IV"). Kevin Tang is the sole manager of Tang Capital Management, LLC, which is the general partner of TCP and TCPI. Kevin Tang is the sole director and Chief Executive Officer of TCP III and TCP IV, which are indirectly wholly owned by TCP. Mr. Tang has a pecuniary interest in the shares beneficially held by TCP, TCPI, TCP III and TCP IV.
Kevin Tang10/26/2026
Kevin Tang, Manager10/26/2026
** Signature of Reporting PersonDate
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)

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