ODD 13G/A Amendment: Reporting Persons Update Ownership After Sale

Rhea-AI Filing Summary

ODDITY Tech Ltd. disclosure shows that LCGP3 Pro Makeup, L.P., CGP3 Managers, L.L.C., Scott Arnold Dahnke and James Michael Chu (collectively the Reporting Persons) beneficially own 3,537,472 Class A ordinary shares. The cover pages report this holding as 8.0% of the Class A shares. The filing states percentage calculations are based on 44,281,291 Class A shares outstanding as of December 31, 2024 and notes Class A and Class B totals reported in the issuer's Form 20-F. The shares are held directly by LCGP3, which is controlled by Manager; Dahnke and Chu are controlling managing members of Manager and therefore may share voting and investment power. This Amendment updates ownership following an open market sale on September 4, 2025.

Positive

• Public disclosure of a material stake: Reporting Persons publicly report ownership above 5% (3,537,472 shares), meeting regulatory transparency requirements.
• Clear ownership structure: Filing explicitly explains that LCGP3 holds the shares and Manager, Dahnke and Chu share voting and dispositive power.

Negative

• Reduction in reported position: The amendment follows an open market sale on September 4, 2025, indicating the Reporting Persons reduced their holdings.
• Limited detail on transaction: The filing does not disclose sale price, quantities sold on that date, or remaining pre-sale position for comparison.

Insights

Financial Analyst

TL;DR: Reporting Persons hold 3.54 million Class A shares (~8.0%), updated after an open-market sale on 9/4/2025; disclosure is routine but material.

The Schedule 13G/A documents a meaningful ownership stake above the 5% threshold, which requires public reporting. The statement clarifies beneficial ownership structure: shares are held by LCGP3 with shared voting and dispositive power attributed to its Manager and two named individuals. The filing cites the issuer's Form 20-F share counts as the basis for percentages, ensuring consistency with prior public disclosures. No financial performance data or transaction pricing is provided in this amendment; it only reports post-sale ownership levels.

Corporate Governance Expert

TL;DR: This amendment updates ownership and affirms control relationships among entities and individuals; it is a standard, material governance disclosure.

The document appropriately attributes shared voting and dispositive power to the Manager and its controlling members, meeting Schedule 13G requirements for clarity on control. The joint filing agreement is referenced by incorporation. The filing does not assert Section 13(d)/(g) beneficial ownership beyond the reported facts and expressly states it is voluntary. There are no disclosures of any changes to governance arrangements beyond the ownership update.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

ODDITY Tech Ltd.

(Name of Issuer)

Class A ordinary shares, par value NIS 0.001 per share

(Title of Class of Securities)

M7518J104

(CUSIP Number)

09/04/2025

(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)

SCHEDULE 13G

CUSIP No. M7518J104

1

Names of Reporting Persons

LCGP3 Pro Makeup, 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 0.00
6	Shared Voting Power 3,537,472.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,537,472.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,537,472.00

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)

8.0 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. M7518J104

1

Names of Reporting Persons

CGP3 Managers, L.L.C.

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 0.00
6	Shared Voting Power 3,537,472.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,537,472.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,537,472.00

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)

8.0 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. M7518J104

1

Names of Reporting Persons

Scott Arnold Dahnke

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 0.00
6	Shared Voting Power 3,537,472.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,537,472.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,537,472.00

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)

8.0 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP No. M7518J104

1

Names of Reporting Persons

James Michael Chu

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 0.00
6	Shared Voting Power 3,537,472.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,537,472.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,537,472.00

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)

8.0 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ODDITY Tech Ltd.
(b)	Address of issuer's principal executive offices: 8 Haharash Street, Tel Aviv-Jaffa , 6761304 Israel
Item 2.
(a)	Name of person filing: This statement is filed by the entities and persons listed below, collectively referred to herein as the "Reporting Persons": (i) LCGP3 Pro Makeup, L.P. ("LCGP3") (ii) CGP3 Managers, L.L.C. ("Manager") (iii) Scott Arnold Dahnke (iv) James Michael Chu
(b)	Address or principal business office or, if none, residence: 599 West Putnam Avenue Greenwich, CT 06830
(c)	Citizenship: See responses to Item 4 on each cover page.
(d)	Title of class of securities: Class A ordinary shares, par value NIS 0.001 per share
(e)	CUSIP No.: M7518J104
Item 4.	Ownership
(a)	Amount beneficially owned: All calculations of percentage ownership herein are based on 44,281,291 Class A ordinary shares ("Class A Shares") outstanding as of December 31, 2024, as reported in the Issuer's Annual Report on Form 20-F filed with the Securities and Exchange Commission (the "SEC") on February 25, 2025. The Issuer reported 11,547,000 Class B ordinary shares ("Class B Shares") outstanding as of December 31, 2025 in the Issuer's Annual Report on Form 20-F filed with the SEC on February 25, 2025. The reported Class A Shares represent 6.3% of the Issuer's Class A Shares and Class B Shares, taken collectively. The reported securities are held directly by LCGP3, which is controlled by Manager as its general partner. Scott Arnold Dahnke and James Michael Chu are the controlling managing members of Manager and as such may be deemed to share voting control and investment power over the shares held directly by LCGP3. This statement on Schedule 13G (this "Statement") is being voluntarily filed to update the Reporting Persons' reported beneficial ownership after giving effect to an open market sale of Class A Shares by the Reporting Persons on September 4, 2025. This Statement shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) and 13(g), beneficial owners of any securities covered by this Statement.
(b)	Percent of class: See responses to Item 11 on each cover page.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Item 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See responses to Item 6 on each cover page
	(iii) Sole power to dispose or to direct the disposition of: See responses to Item 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Item 8 on each cover page.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
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:
	Not Applicable

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.

LCGP3 Pro Makeup, L.P.

Signature:	/s/ James Michael Chu
Name/Title:	James Michael Chu / General Partner of CGP3 Managers, L.L.C.
Date:	09/05/2025

CGP3 Managers, L.L.C.

Signature:	/s/ James Michael Chu
Name/Title:	James Michael Chu
Date:	09/05/2025

Scott Arnold Dahnke

Signature:	/s/ Scott Arnold Dahnke
Name/Title:	Scott Arnold Dahnke
Date:	09/05/2025

James Michael Chu

Signature:	/s/ James Michael Chu
Name/Title:	James Michael Chu
Date:	09/05/2025

Exhibit Information

EXHIBIT LIST Exhibit A Joint Filing Agreement, dated as of February 9, 2024, incorporated herein by reference to Exhibit A of the statement on Schedule 13G filed by the Reporting Persons on February 9, 2024.

FAQ

How many ODD Class A shares do the Reporting Persons own according to this filing?

They report beneficial ownership of 3,537,472 Class A ordinary shares.

What percent of ODD Class A shares does 3,537,472 represent?

The cover pages state this represents 8.0% of the Class A shares.

On what basis were the ownership percentages calculated?

Percentages are based on 44,281,291 Class A shares outstanding as of December 31, 2024, per the issuer's Form 20-F.

Did the Reporting Persons change their position recently?

Yes. The amendment updates reported ownership after an open market sale on September 4, 2025.

Who controls the shares held by LCGP3 Pro Makeup, L.P.?

The shares are held directly by LCGP3, which is controlled by CGP3 Managers, L.L.C.; Scott Arnold Dahnke and James Michael Chu are the controlling managing members of the Manager and therefore share voting and investment power.