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Murchinson-led group (NASDAQ: NNDM) updates 9.6% Nano Dimension ownership in new 13D/A

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Murchinson Ltd. and affiliated investors filed Amendment No. 17 to their Schedule 13D on Nano Dimension Ltd., updating their ownership and group arrangements. The filing shows aggregate beneficial ownership of 20,285,450 American Depositary Shares by Murchinson and 20,285,450 ADS by Marc J. Bistricer, each representing 9.6% of the 210,354,507 Shares outstanding as of May 27, 2026. Nomis Bay Ltd. reports 6,093,483 Shares (2.9%), BPY Ltd. reports 4,049,242 Shares (1.9%), and EOM Management Ltd. reports 10,142,725 Shares (4.8%), largely through managed positions. The amendment details that these positions were bought with working capital, provides approximate aggregate purchase prices and ADS conversion fees, and formalizes a Joint Filing Agreement among nine reporting persons.

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Shares outstanding basis 210,354,507 Shares Outstanding as of May 27, 2026, used for ownership percentages
Murchinson beneficial ownership 20,285,450 Shares (9.6%) Aggregate amount and percent of class for Murchinson Ltd.
Marc J. Bistricer beneficial ownership 20,285,450 Shares (9.6%) Aggregate amount and percent of class for Marc J. Bistricer
Nomis Bay stake 6,093,483 Shares (2.9%) Aggregate beneficial ownership by Nomis Bay Ltd.
BPY stake 4,049,242 Shares (1.9%) Aggregate beneficial ownership by BPY Ltd.
Nomis Bay purchase cost $15,650,172 Aggregate purchase price for 6,093,483 Shares, including commissions
BPY purchase cost $10,415,581 Aggregate purchase price for 4,049,242 Shares, including commissions
Managed Positions purchase cost $26,065,610 Aggregate purchase price for 10,142,725 Shares in Managed Positions
Schedule 13D regulatory
"The following constitutes Amendment No. 17 to the filed by the undersigned"
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.
American Depositary Shares financial
"Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share)."
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
beneficially owned financial
"See rows (11) and (13) of the cover pages to this for the aggregate number of Shares and percentage of the Shares beneficially owned"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Joint Filing Agreement regulatory
"On June 23, 2026, the Reporting Persons entered into a Joint Filing Agreement"
Managed Positions financial
"Murchinson, as a sub-investment advisor to each of Nomis Bay and BPY and an investment advisor to manage positions on behalf of certain funds (the "Managed Positions")."
margin loans financial
"purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business)."
Margin loans are loans from a brokerage that let an investor borrow money using their existing stocks, bonds or cash as collateral to buy more securities. They matter because borrowing magnifies both gains and losses—like using a lever to move a heavier load—so small market moves can have outsized effects on your returns; investors also pay interest and risk a margin call, where the broker may force sales if collateral falls below required levels.
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63008G203

(CUSIP Number)
MURCHINSON LTD.
145 Adelaide Street West, Fourth Floor,
Toronto, A6, A6 M5H 4E5
416-845-0666


ANDREW FREEDMAN, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300


MEAGAN REDA, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
06/22/2026

(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




Comment for Type of Reporting Person:
Note to rows (7)(8)(9)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (8)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to rows (7)(8)(9)(10)(11): Represents American Depositary Shares ("Shares") (each Share represents one Ordinary Share).


SCHEDULE 13D


Murchinson Ltd.
Signature:/s/ Marc J. Bistricer
Name/Title:Marc J. Bistricer, Chief Executive Officer
Date:06/23/2026
NOMIS BAY LTD.
Signature:/s/ James Keyes
Name/Title:James Keyes, Director
Date:06/23/2026
BPY Ltd.
Signature:/s/ James Keyes
Name/Title:James Keyes, Director
Date:06/23/2026
EOM Management Ltd.
Signature:/s/ Chaja Carlebach
Name/Title:Chaja Carlebach, Director
Date:06/23/2026
James Keyes
Signature:/s/ James Keyes
Name/Title:James Keyes
Date:06/23/2026
Jason Jagessar
Signature:/s/ Jason Jagessar
Name/Title:Jason Jagessar
Date:06/23/2026
Chaja Carlebach
Signature:/s/ Chaja Carlebach
Name/Title:Chaja Carlebach
Date:06/23/2026
Clarendon Hugh Masters
Signature:/s/ Clarendon Hugh Masters
Name/Title:Clarendon Hugh Masters
Date:06/23/2026
Marc J. Bistricer
Signature:/s/ Marc J. Bistricer
Name/Title:Marc J. Bistricer
Date:06/23/2026

FAQ

What does the latest Schedule 13D/A for NNDM disclose about ownership?

The amendment reports that Murchinson Ltd. and related reporting persons beneficially own up to 20,285,450 Shares each (9.6%), based on 210,354,507 Shares outstanding as of May 27, 2026, with detailed breakdowns by affiliated entities.

How many Nano Dimension shares does Nomis Bay Ltd. hold according to this filing?

Nomis Bay Ltd. beneficially owns 6,093,483 American Depositary Shares, representing 2.9% of Nano Dimension’s Shares outstanding. The filing notes these holdings were purchased with working capital, which may include margin loans, and gives their aggregate purchase cost.

What stake in Nano Dimension is reported for BPY Ltd. in this 13D/A?

BPY Ltd. is shown as beneficially owning 4,049,242 Shares, equal to 1.9% of Nano Dimension’s outstanding Shares. These were acquired using working capital, and the amendment provides the approximate total purchase price and related ADS conversion fees paid.

Who are the reporting persons in the Nano Dimension (NNDM) Schedule 13D/A?

Reporting persons include Nomis Bay Ltd., BPY Ltd., EOM Management Ltd., Murchinson Ltd. and individuals James Keyes, Jason Jagessar, Chaja Carlebach, Clarendon Hugh Masters, and Marc J. Bistricer, who together entered into a Joint Filing Agreement on June 23, 2026.

How were Nano Dimension shares financed by the reporting group in this amendment?

The filing states the Shares for Nomis Bay, BPY, and the Managed Positions were bought with working capital, which can include margin loans from brokerage firms. It also itemizes fees paid to the Bank of New York Mellon for prior ADS conversions.

What share count did the 13D/A use to calculate ownership percentages for NNDM?

Ownership percentages are based on 210,354,507 Shares outstanding as of May 27, 2026, a figure taken from Nano Dimension’s Schedule 14A filed on Form PREC14A with the SEC on June 5, 2026.