Balyasny Asset Management and affiliated reporting persons state beneficial ownership of 1,169,910 shares of Nasus Pharma Ltd common stock, representing approximately 9.99% of the class. The percentage is calculated using 11,710,808 Shares outstanding as of March 27, 2026.
The filing clarifies that 1,169,910 shares include 271,437 shares issuable upon exercise of 898,473 Warrants subject to a Beneficial Ownership Limitation that prevents exercise resulting in ownership above 9.99%. The shares are held through Atlas Private Holdings (Cayman) Ltd and reported on behalf of that client.
Positive
None.
Negative
None.
Insights
Large institutional holder reports a just-below-10% position tied to warrant exercise limits.
Balyasny Asset Management and related entities report beneficial ownership of 1,169,910 shares, or 9.99%, based on March 27, 2026 outstanding shares. The filing attributes ownership to Atlas Private Holdings (Cayman) Ltd as the direct holder.
The presence of 898,473 warrants with a blocker (the "Beneficial Ownership Limitation") is a structural constraint that affects potential future conversion. Subsequent public filings would show any change if warrants are exercised or APHC adjusts its stake.
Position size is material for disclosure but remains capped by a 9.99% blocker.
The reported position equals 9.99% of 11,710,808 shares outstanding, which meets the regulatory threshold for disclosure. The filing lists voting and dispositive power as sole for the Reporting Persons over the 1,169,910 shares held by APHC.
Cash‑flow treatment and trading intentions are not provided here; any changes to the stake or warrant exercises would appear in later filings or amendments.
Key Figures
Beneficially owned shares:1,169,910 sharesPercent of class:9.99%Shares outstanding:11,710,808 Shares+2 more
5 metrics
Beneficially owned shares1,169,910 sharesIncludes shares held by APHC reported in Schedule 13G
Percent of class9.99%Calculated using 11,710,808 Shares outstanding as of March 27, 2026
Shares outstanding11,710,808 SharesAs of March 27, 2026 (per issuer's post-effective amendment to Form F-1)
Warrants issuable898,473 WarrantsWarrants underlying 271,437 issuable shares noted in filing
Shares issuable upon exercise271,437 sharesShares issuable upon exercise of 898,473 Warrants subject to limitation
"the "Beneficial Ownership Limitation" that prevents the holder from exercising the Warrants"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
Atlas Private Holdings (Cayman) Ltd (APHC)other
"APHC, a Cayman Islands exempted company that is an investment management client of BAM"
Schedule 13Gregulatory
"This statement is being filed by (1) Balyasny Asset Management L.P."
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Nasus Pharma Ltd
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
IL001218553
(CUSIP Number)
03/31/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
IL001218553
1
Names of Reporting Persons
Balyasny Asset Management L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,169,910.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,169,910.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,169,910.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
IL001218553
1
Names of Reporting Persons
BAM GP LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,169,910.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,169,910.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,169,910.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
HC, OO
SCHEDULE 13G
CUSIP Number(s):
IL001218553
1
Names of Reporting Persons
Balyasny Asset Management Holdings LP
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,169,910.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,169,910.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,169,910.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
HC, PN
SCHEDULE 13G
CUSIP Number(s):
IL001218553
1
Names of Reporting Persons
Dames GP LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,169,910.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,169,910.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,169,910.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
HC, OO
SCHEDULE 13G
CUSIP Number(s):
IL001218553
1
Names of Reporting Persons
Dmitry Balyasny
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,169,910.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,169,910.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,169,910.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Nasus Pharma Ltd
(b)
Address of issuer's principal executive offices:
29 Harakevet Street, Tel Aviv, Israel 6618003
Item 2.
(a)
Name of person filing:
This statement is being filed by (1) Balyasny Asset Management L.P., a Delaware limited partnership ("BAM"), (2) BAM GP LLC, a Delaware limited liability company ("BAM GP"), (3) Balyasny Asset Management Holdings LP, a Delaware limited partnership ("BAM Holdings"), (4) Dames GP LLC, a Delaware limited liability company ("Dames"), and (5) Dmitry Balyasny, a United States citizen (collectively, the "Reporting Persons"). BAM GP is the General Partner of BAM. BAM Holdings is the Sole Member of BAM GP. Dames is the General Partner of BAM Holdings. Dmitry Balyasny is the Managing Member of Dames.
(b)
Address or principal business office or, if none, residence:
The principal business address of each of BAM, BAM GP, BAM Holdings, Dames, and Mr. Balyasny is located at 444 West Lake Street, 50th Floor, Chicago, IL 60606.
(c)
Citizenship:
(1) BAM is a Delaware limited partnership, (2) BAM GP is a Delaware limited liability company, (3) BAM Holdings is a Delaware limited partnership, (4) Dames is a Delaware limited liability company, and (5) Mr. Balyasny is a United States citizen.
(d)
Title of class of securities:
Common Stock, par value $0.01 per share
(e)
CUSIP Number(s):
IL001218553
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:
By virtue of its position as the investment manager of Atlas Private Holdings (Cayman) Ltd. ("APHC"), the direct holder of the 1,169,910 shares of common stock (including 271,437 shares issuance upon exercise of warrants), par value $0.01 per share, reported herein, BAM may be deemed to exercise voting and investment power over such Shares held by APHC and thus may be deemed to beneficially own such Shares. By virtue of its position as the General Partner of BAM, BAM GP may be deemed to exercise voting and investment power over the Shares held directly by APHC and thus may be deemed to beneficially own such Shares. By virtue of its position as the Sole Member of BAM GP, BAM Holdings may be deemed to exercise voting and investment power over the Shares held directly by APHC and thus may be deemed to beneficially own such Shares. By virtue of its position as the General Partner of BAM Holdings, Dames may be deemed to exercise voting and investment power over the Shares held directly by APHC and thus may be deemed to beneficially own such Shares. By virtue of his position as the Managing Member of Dames, Mr. Balyasny may be deemed to exercise voting and investment power over the Shares held directly by APHC and thus may be deemed to beneficially own such Shares.
(b)
Percent of class:
Each of the Reporting Persons may be deemed to be the beneficial owner of approximately 9.99% of the Shares, based on 11,710,808 Shares outstanding as of March 27, 2026, as reported in the Issuer's post-effective amendment to its registration statement on form F-1 filed with the Securities and Exchange Commission on March 27, 2026. The report amount consists of 898,473 shares and 271,437 shares issuable upon the exercise of 898,473 Warrants subject to the Beneficial Ownership Limitation (as defined herein). The Warrants are subject to a blocker which prevents the holder from exercising the Warrants to the extent that, upon such exercise, the holder would beneficially own in excess of 9.99% of the Shares outstanding as a result of the exercise (the "Beneficial Ownership Limitation").
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Each of the Reporting Persons has the sole power to vote or to direct the vote of 1,169,910 shares.
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
Each of the Reporting Persons has the sole power to vote or to direct the vote of 1,169,910 shares.
(iv) Shared power to dispose or to direct the disposition of:
0
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
APHC, a Cayman Islands exempted company that is an investment management client of BAM, has the right to receive dividends from, or the proceeds from the sale of, the reported securities.
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:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
What stake does Balyasny Asset Management report in Nasus Pharma (NSRX)?
Balyasny reports beneficial ownership of 1,169,910 shares, equal to approximately 9.99% of common stock. This percentage uses 11,710,808 Shares outstanding as of March 27, 2026, as stated in the filing.
Are any warrants included in the reported Nasus Pharma position?
Yes. The filing states the 1,169,910 shares include 271,437 shares issuable upon exercise of 898,473 warrants. Those warrants are subject to a Beneficial Ownership Limitation that caps exercise to avoid exceeding 9.99%.
Who legally holds the reported Nasus Pharma shares on behalf of Balyasny?
The shares are held directly by Atlas Private Holdings (Cayman) Ltd (APHC), an investment management client of BAM. BAM and affiliated reporting persons report beneficial ownership by virtue of their roles managing APHC.
Does the filing state whether the Reporting Persons can vote or sell these shares?
The filing indicates each Reporting Person has sole voting and sole dispositive power over 1,169,910 shares. The document does not specify planned sales, purchases, or intended voting decisions related to those shares.
What is the Beneficial Ownership Limitation mentioned in the filing?
The filing describes a blocker preventing warrant exercises that would cause beneficial ownership to exceed 9.99%. It limits conversion of warrants into shares to maintain ownership at or below that percentage.
