Tang Capital group (NNDM) discloses 16.7M-share Nano Dimension position

Rhea-AI Filing Summary

Tang Capital Management, Kevin Tang, and affiliated entities filed an amended Schedule 13D on Nano Dimension Ltd., disclosing beneficial ownership of 16,715,812 ordinary shares7.9% of the company’s outstanding shares based on 210,506,899 shares outstanding as of June 23, 2026.

Since June 30, 2026, the reporting group has spent approximately $3.6 million to purchase 2,422,999 additional shares in open-market transactions in the ordinary course of business. Ownership is held across several Tang Capital entities, all sharing voting and dispositive power over their respective positions.

Key Figures

Shares beneficially owned: 16,715,812 shares Ownership percentage: 7.9% Recent purchase amount: $3.6 million +4 more

7 metrics

Shares beneficially owned 16,715,812 shares Aggregate Nano Dimension ordinary shares beneficially owned by the reporting persons as of the amendment

Ownership percentage 7.9% Portion of Nano Dimension’s outstanding ordinary shares beneficially owned, based on 210,506,899 shares outstanding

Recent purchase amount $3.6 million Aggregate funds expended since June 30, 2026 to purchase 2,422,999 shares in the open market

Recent shares purchased 2,422,999 shares Nano Dimension ordinary shares acquired since June 30, 2026 through open-market transactions

Shares outstanding baseline 210,506,899 shares Nano Dimension ordinary shares outstanding as of June 23, 2026, used to calculate ownership percentage

TCP position 3,830,718 shares Nano Dimension shares beneficially owned by Tang Capital Partners, representing 1.8% of the class

TCPI position 5,223,680 shares Nano Dimension shares beneficially owned by Tang Capital Partners International, representing 2.5% of the class

Key Terms

Schedule 13D, beneficially own, American Depository Shares, dispositive power, +2 more

6 terms

Schedule 13D regulatory

"This Statement amends the Original Schedule 13D filed on June 30, 2026"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially own financial

"As of the date hereof the Reporting Persons beneficially own an aggregate of 16,715,812 shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

American Depository Shares financial

"beneficially owns 16,715,812 of the Issuer's American Depository Shares which each represent one Ordinary Share"

American depository shares are U.S.-listed securities that stand in for a foreign company’s ordinary shares, held by a U.S. bank which issues the ADS so investors can trade the foreign stock in U.S. dollars and on U.S. exchanges. Think of them like a locally wrapped version of a foreign product—easier to buy and sell at home—but they still carry risks from currency differences, foreign rules and potential limits on voting rights, so they affect access, liquidity and investment risk.

dispositive power financial

"TCM shares voting and dispositive power over such shares with Tang Capital Partners"

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.

joint filing agreement regulatory

"Exhibit 1: Joint Filing Agreement by and among the Reporting Persons"

Merger Proposal financial

"Exhibit 2: Merger Proposal, dated June 30, 2026, sent from TCM to the Issuer"

A merger proposal is an offer from one company to combine with another, laying out the basic terms such as price, ownership split and strategic goals; think of it as a formal handshake that starts negotiations to join two businesses. It matters to investors because the proposed deal can change a company’s value, earnings potential and control, and often triggers market reactions as shareholders and regulators weigh the benefits and risks.

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

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Available on EDGAR 07/27/2026 - 07:07 PM Accepted by SEC EDGAR 07/27/2026 - 07:06 PM Learn about SEC filing dates

FAQ

What stake in Nano Dimension (NNDM) does Tang Capital now report?

Tang Capital and related reporting persons now beneficially own 16,715,812 Nano Dimension shares, representing 7.9% of the company’s outstanding ordinary shares based on 210,506,899 shares outstanding as of June 23, 2026.

How many Nano Dimension (NNDM) shares did Tang Capital recently purchase?

Since June 30, 2026, the reporting persons purchased 2,422,999 Nano Dimension ordinary shares in open-market transactions, spending an aggregate of approximately $3.6 million, and state that these acquisitions were made in the ordinary course of business.

What percentage of Nano Dimension (NNDM) is owned by the Tang Capital group?

The reporting persons state they beneficially own 7.9% of Nano Dimension’s outstanding ordinary shares, corresponding to 16,715,812 shares, calculated against 210,506,899 shares outstanding as of June 23, 2026.

Which entities are reporting persons in this Nano Dimension (NNDM) Schedule 13D/A?

Reporting persons include Tang Capital Management, LLC, Kevin Tang, Tang Capital Partners, Tang Capital Partners International, Tang Capital Partners III, Tang Capital Partners IV, and Concentra Biosciences, LLC, although Concentra reports beneficial ownership of 0 shares.

How is Tang Capital’s Nano Dimension (NNDM) ownership distributed among entities?

Within the group, Tang Capital Partners reports 3,830,718 shares, Tang Capital Partners International 5,223,680 shares, Tang Capital Partners III 3,830,712 shares, and Tang Capital Partners IV 3,830,702 shares, all with shared voting and dispositive power alongside Tang Capital Management and Kevin Tang.

Does the Nano Dimension (NNDM) 13D/A reference any merger-related documents?

Yes. The amendment lists as an exhibit a Merger Proposal dated June 30, 2026 sent from Tang Capital Management to Nano Dimension, which was previously filed with the original Schedule 13D relating to the issuer’s ordinary shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Nano Dimension Ltd.

(Name of Issuer)

Ordinary Shares par value NIS 5.00 per share

(Title of Class of Securities)

63008G203

(CUSIP Number)

Kevin Tang
4747 Executive Drive, Suite 210
San Diego, CA, 92121
858-200-3830

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/23/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

TANG CAPITAL MANAGEMENT, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 16,715,812.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 16,715,812.00

11

Aggregate amount beneficially owned by each reporting person

16,715,812.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Tang Capital Management, LLC ("TCM") beneficially owns 16,715,812 of the Issuer's American Depository Shares ("ADSs") which each represent one Ordinary Share of the Issuer. TCM shares voting and dispositive power over such shares with Tang Capital Partners, LP ("TCP"), Tang Capital Partners International, LP ("TCPI"), Tang Capital Partners III, Inc. ("TCP III"), Tang Capital Partners IV, Inc. ("TCP IV") and Kevin Tang. The percentages used herein are based on 210,506,899 Ordinary Shares outstanding as of June 23, 2026, as set forth in the Issuer's Schedule 14A filed on Form DEFC14A with the Securities and Exchange Commission on June 25, 2026.

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

KEVIN TANG

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 16,715,812.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 16,715,812.00

11

Aggregate amount beneficially owned by each reporting person

16,715,812.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.9 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Kevin Tang beneficially owns 16,715,812 of the Issuer's ADSs which each represent one Ordinary Share of the Issuer. Kevin Tang shares voting and dispositive power over such shares with TCP, TCPI, TCP III, TCP IV and TCM.

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

TANG CAPITAL PARTNERS, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,830,718.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,830,718.00

11

Aggregate amount beneficially owned by each reporting person

3,830,718.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.8 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

TCP beneficially owns 3,830,718 of the Issuer's ADSs which each represent one Ordinary Share of the Issuer. TCP shares voting and dispositive power over such shares with TCM and Kevin Tang.

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

TANG CAPITAL PARTNERS INTERNATIONAL, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,223,680.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,223,680.00

11

Aggregate amount beneficially owned by each reporting person

5,223,680.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

TCPI beneficially owns 5,223,680 of the Issuer's ADSs which each represent one Ordinary Share of the Issuer. TCPI shares voting and dispositive power over such shares with TCM and Kevin Tang.

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

TANG CAPITAL PARTNERS III, INC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEVADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,830,712.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,830,712.00

11

Aggregate amount beneficially owned by each reporting person

3,830,712.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.8 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

TCP III beneficially owns 3,830,712 of the Issuer's ADSs which each represent one Ordinary Share of the Issuer. TCP III shares voting and dispositive power over such shares with TCM and Kevin Tang.

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

TANG CAPITAL PARTNERS IV, INC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEVADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,830,702.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,830,702.00

11

Aggregate amount beneficially owned by each reporting person

3,830,702.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.8 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

TCP IV beneficially owns 3,830,702 of the Issuer's ADSs which each represent one Ordinary Share of the Issuer. TCP IV shares voting and dispositive power over such shares with TCM and Kevin Tang.

SCHEDULE 13D

CUSIP Number(s): 63008G203

1

Name of reporting person

CONCENTRA BIOSCIENCES, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares par value NIS 5.00 per share
(b)	Name of Issuer: Nano Dimension Ltd.
(c)	Address of Issuer's Principal Executive Offices: 60 Tower Road, Waltham, MASSACHUSETTS , 02451.
Item 1 Comment: This Schedule 13D/A (this "Statement") amends the Schedule 13D (the "Original Schedule 13D") filed on June 30, 2026. Items 3, 5 and 7 of the Statement is hereby amended and supplemented to the extent hereinafter expressly set forth. Except as amended hereby, the original disclosure set forth in the Statement shall remain unchanged. All capitalized terms used and not expressly defined herein have the respective meanings ascribed to such terms in the Original Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Original Schedule 13D is hereby amended to add the following: Since June 30, 2026 the Reporting Persons have expended an aggregate of approximately $3.6 million to purchase 2,422,999 of the Issuer's Ordinary Shares through the open market. The Ordinary Shares were acquired in the ordinary course of business.
Item 5.	Interest in Securities of the Issuer
(a)	The information previously provided in response to Item 5 is hereby amended and restated by replacing the text thereof in its entirety with the following: The information set forth in the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5. As of the date hereof the Reporting Persons beneficially own an aggregate of 16,715,812 shares of the Issuer's Ordinary Shares, representing 7.9% of the outstanding shares.
(b)	See item 5(a) above.
(c)	Schedule A attached hereto as Exhibit 3 describes all transactions in the Issuer's Ordinary Shares that were effected during the past 60 days by the Reporting Persons.
(d)	No person other than a Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Ordinary Shares beneficially owned by the Reporting Persons.
(e)	Not applicable
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1: Joint Filing Agreement by and among the Reporting Persons (filed as Exhibit 1 of the 13D filed on June 30, 2026 by the Reporting Persons with respect to the Ordinary Shares of the Issuer). Exhibit 2: Merger Proposal, dated June 30, 2026, sent from TCM to the Issuer (filed as Exhibit 2 of the 13D filed on June 30, 2026 by the Reporting Persons with respect to the Ordinary Shares of the Issuer). Exhibit 3: Schedule A: Transactions during the past 60 days (as amended).

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.

TANG CAPITAL MANAGEMENT, LLC

Signature:	/s/ Kevin Tang
Name/Title:	Manager
Date:	07/27/2026

KEVIN TANG

Signature:	/s/ Kevin Tang
Name/Title:	Self
Date:	07/27/2026

TANG CAPITAL PARTNERS, LP

Signature:	/s/ Kevin Tang
Name/Title:	Manager, Tang Capital Management, LLC, General Partner
Date:	07/27/2026

TANG CAPITAL PARTNERS INTERNATIONAL, LP

Signature:	/s/ Kevin Tang
Name/Title:	Manager, Tang Capital Management, LLC, General Partner
Date:	07/27/2026

TANG CAPITAL PARTNERS III, INC

Signature:	/s/ Kevin Tang
Name/Title:	Chief Executive Officer
Date:	07/27/2026

TANG CAPITAL PARTNERS IV, INC

Signature:	/s/ Kevin Tang
Name/Title:	Chief Executive Officer
Date:	07/27/2026

CONCENTRA BIOSCIENCES, LLC

Signature:	/s/ Kevin Tang
Name/Title:	Chief Executive Officer
Date:	07/27/2026