Weinstein group (PLUR) discloses 3.79M-share Pluri stake via CHL, CHLP, Plantae

Rhea-AI Filing Summary

Pluri Inc. investor group updates its ownership disclosure. Chutzpah Holdings Limited, Chutzpah Holdings LP (CHLP), Plantae Bioscience and Alexandre Weinstein now report aggregate beneficial ownership of 3,794,897 Pluri common shares, representing approximately 34.98% of the company’s outstanding stock.

CHL beneficially owns 2,018,014 shares, including 1,933,415 common shares and warrants for 84,599 shares. CHLP beneficially owns 1,317,897 shares, combining 1,250,000 common shares with 110,000 warrant shares counted under a 35% Beneficial Ownership Limitation. Plantae holds 452,702 shares. Mr. Weinstein’s total includes these indirect holdings plus 6,284 shares and RSUs held directly.

Insights

Equity ownership and governance analyst

A Weinstein‑led group discloses a near‑35% Pluri stake via shares, warrants and RSUs.

The filing shows a coordinated investor group, led by Alexandre Weinstein, controlling 3,794,897 Pluri common shares, or about 34.98% of outstanding stock. This combines direct holdings, affiliated entities, warrants and near‑term vesting RSUs.

Key pieces include CHL’s 2,018,014 shares and warrants, CHLP’s 1,317,897 counted shares constrained by a 35% Beneficial Ownership Limitation, and Plantae’s 452,702 shares. Multiple private placements at prices around $4.00–$4.61 per share and warrant exercises underpin these positions.

The disclosure clarifies how much of Pluri’s equity this group can control under contractual caps and vesting schedules. Future ownership changes will depend on additional warrant exercises and RSU vesting under the detailed timelines extending beyond February 2028.

Key Figures

Group beneficial ownership: 3,794,897 shares Ownership percentage: 34.98% CHL beneficial ownership: 2,018,014 shares +5 more

8 metrics

Group beneficial ownership 3,794,897 shares Aggregate Pluri common shares beneficially owned by all reporting persons

Ownership percentage 34.98% Reported percentage of Pluri outstanding common stock beneficially owned in aggregate

CHL beneficial ownership 2,018,014 shares 1,933,415 common shares plus warrants to purchase 84,599 common shares

CHLP beneficial ownership 1,317,897 shares 1,250,000 common shares plus 110,000 warrant shares under 35% limitation

Plantae stake 452,702 shares Common shares held by Plantae Bioscience Ltd., about 4.22% of class

Outstanding shares base 10,774,666 shares Common shares issued and outstanding as of April 23, 2026 used in ownership calculations

CHL warrant strike price $5.568 per share Exercise price for CHL warrants to purchase 84,599 Pluri common shares

CHLP warrant strike price $4.25 per share Exercise price for CHLP’s aggregate 1,250,000 Pluri common share warrants

Key Terms

Beneficial Ownership Limitation, pre-funded warrants, PIPE shares, Restricted Stock Units, +2 more

6 terms

Beneficial Ownership Limitation financial

"Each warrant instrument contains a beneficial ownership limitation provision (each, a "Beneficial Ownership Limitation")"

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.

pre-funded warrants financial

"pre-funded warrants (the "Pre-Funded Warrants") to purchase up to 26,030 Common Shares"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

PIPE shares financial

"comprising 407,809 PIPE shares, 1,002,169 shares from exercise of pre-funded warrants"

Restricted Stock Units financial

"Mr. Weinstein has been granted an aggregate of 10,769 Restricted Stock Units ("RSUs")"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Securities Purchase Agreement financial

"Pursuant to the Securities Purchase Agreement dated January 23, 2025 (the "Securities Purchase Agreement")"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

Asset Purchase Agreement financial

"Asset Purchase Agreement (Kokomodo): Pursuant to which CHL received 523,437 and Plantae received 452,702 consideration shares."

An asset purchase agreement is a legal contract in which a buyer agrees to buy specific assets and contracts of a business rather than buying the company’s stock or ownership. It matters to investors because it determines exactly what is being bought and what liabilities stay behind — like buying the furniture and equipment from a store but not the building or past debts — which affects the deal’s value, taxes and future risk exposure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Pluri Inc.

(Name of Issuer)

COMMON STOCK, PAR VALUE $0.00001 PER SHARE

(Title of Class of Securities)

72942G203

(CUSIP Number)

Chutzpah Holdings Limited
4TH Floor, Liberation House, Castle Street
St. Helier, Y9, JE1 4HH
212-613-2091

Peter G. Flagel
FBT Gibbons LLP, 1 Penn Plz., Ste. 4515
New York, NY, 10119
212-613-2091

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

04/21/2026

(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): 72942G203

1

Name of reporting person

Chutzpah Holdings Limited

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)

AF

5

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

6

Citizenship or place of organization

JERSEY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,018,014.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,018,014.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,018,014.00

12

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

13

Percent of class represented by amount in Row (11)

18.64 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

1 Pursuant to the Securities Purchase Agreement dated January 23, 2025 (the "Securities Purchase Agreement"), entered into between Chutzpah Holdings Limited ("CHL") and the Issuer relating to a private placement offering of: 1,383,948 shares of common stock, par value $0.00001 per share of the Issuer (the "Common Shares"), (ii) pre-funded warrants (the "Pre-Funded Warrants") to purchase up to 26,030 Common Shares, and (iii) warrants to purchase up to 84,599 Common Shares (the "Common Warrants"). The purchase price for each Common Share is $4.61. The Pre-Funded Warrants have an exercise price of $0.0001 per share, are exercisable at any time following the receipt of certain approvals from the Issuer's shareholders (subsequently received on June 30, 2025), and remain exercisable until exercised in full. The Common Warrants have an exercise price of $5.568 per share and will be exercisable for three years following June 3, 2025. On March 13, 2025, the Issuer, Pluri Biotech Ltd., a wholly owned subsidiary of the Issuer (the "Pluri Biotech"), entered into a Share Purchase Agreement with CHL and Plantae Bioscience Ltd ("Plantae"), pursuant to which CHL and Plantae: (i) sold to Pluri Biotech, 400,000 ordinary shares and 175,000 preferred seed-1 shares, representing approximately 71.1% of the equity of Kokomodo Ltd.(on a fully diluted basis), an Israeli company ("Kokomodo," and such shares, the "Purchased Interests") and (ii) transferred to Pluri Biotech, a convertible loan, pursuant to an assignment and assumption agreement, reflecting a principal aggregate amount of $0.5 million. In consideration for the sale, transfer and conveyance of the Purchased Interests, the Issuer paid the Reporting Person an aggregate purchase price of $4.5 million, payable in 976,139 common shares of the Company, which as of January 23, 2025, represented 12.14% of the Issuer's issued and outstanding share capital on a fully diluted basis after the deemed issuance of the above consideration shares. Of the 976,139 common shares of the Issuer, 452,702 was issued to Plantae and 523,437 was issued to CHL. CHL owns approximately 78% of Plantae. On April 25, 2025, the Reporting Person and the Issuer entered into an amendment to the Securities Purchase Agreement, whereby the Company and the Investor agreed to exchange 976,139 of the Common Shares for additional pre-funded warrants to purchase up to 976,139 Common Shares. The additional pre-funded warrants issued to the Investor have the same terms as the Pre-Funded Warrants issued pursuant to the Securities Purchase Agreement, and as such, they have an exercise price of $0.0001 per share, are exercisable at any time following the receipt of certain approvals from the Company's shareholders, as required by the applicable rules of the Nasdaq Capital Market, and remain exercisable until exercised in full. have an exercise price of $0.0001 per share, are exercisable at any time following the receipt of certain approvals from the Issuer's shareholders (subsequently received on June 30, 2025), and remain exercisable until exercised in full. At the time of the exchange, CHL held 931,246 Common Shares (1,383,948 Common Shares plus 523,437 Common Shares minus 976,139 Common Shares exchanged for an equal amount of pre-funded warrants). On October 29, 2025, pursuant to shareholder approval for the exercise of pre-funded warrants and common warrants at the shareholder meeting held on June 30, 2025, the Reporting Person exercised pre funded warrants to acquire 1,002,169 shares of Common Stock of the Issuer at an exercise price of $0.0001 per share. The pre funded warrants were originally issued pursuant to the Securities Purchase Agreement dated January 23, 2025, as amended April 25, 2025. As on date, the Reporting Person holds 2,018,014 Common Shares (931,246 Common Shares plus 1,002,169 Common Shares plus 84,599 unexercised warrants to purchase Common Shares). 2 Indicates the Reporting Person 's ownership of 2,018,014 Common Shares directly held. 3 The total outstanding shares as on date hereof are 10,859,265 (10,774,666 (on April 23, 2026) + 84,599 warrants exercisable within 60 days). CHL's percentage is therefore ~18.64%.

SCHEDULE 13D

CUSIP Number(s): 72942G203

1

Name of reporting person

Chutzpah Holdings 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)

AF

5

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

6

Citizenship or place of organization

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,317,897.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,317,897.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,500,000.00

12

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

13

Percent of class represented by amount in Row (11)

12.16 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

4 On December 8, 2025, the Issuer entered into an additional Securities Purchase Agreement with Chutzpah Holdings LP (the "CHLP"), a limited partnership beneficially owned by Mr. Alexandre Weinstein, ("Mr. Weinstein"), relating to a private placement offering of: (i) 625,000 common shares, par value $0.00001 per share (the "CHLP Common Shares") of the Company, and (ii) warrants (the "CHLP Common Warrants") to purchase up to 625,000 Common Shares. The combined purchase price for each CHLP Common Share and CHLP Common Warrant is $4.00. The CHLP Common Warrants are exercisable immediately at an exercise price of $4.25 per share and will be exercisable until June 30, 2026. The CHLP Common Warrants contain customary anti-dilution provisions and are subject to a 35% beneficial ownership limitation. On March 25, 2026, the Issuer entered into another Securities Purchase Agreement (the "March 2026 SPA"), effective as of March 24, 2026, CHLP, relating to a private placement offering of: (i) 625,000 common shares, par value $0.00001 per share (the "2026 CHLP Common Shares") of the Company, and (ii) warrants (the "2026 CHLP Common Warrants") to purchase up to 625,000 Common Shares. The combined purchase price for each 2026 CHLP Common Share and 2026 CHLP Common Warrant is $4.00. The 2026 CHLP Common Warrants will be exercisable immediately at an exercise price of $4.25 per share and will be exercisable until the expiration of the eighteen-month anniversary following closing of the Offering. The Common Warrants contain customary anti-dilution provisions and are subject to a 35% beneficial ownership limitation. The Securities Purchase Agreement contains customary representations, warranties and indemnification obligations of the parties. 5 Indicates CHLP's ownership of 1,250,000 Common Shares + 110,000 exercisable CHLP Common Warrants. 6 CHLP's percentage of class: 1,317,897/(10,774,666 + 110,000 = 1,317,897/10,842,563 = ~12.16%

SCHEDULE 13D

CUSIP Number(s): 72942G203

1

Name of reporting person

Plantae Bioscience Ltd.

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)

AF

5

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

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 452,702.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 452,702.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

452,702.00

12

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

13

Percent of class represented by amount in Row (11)

4.22 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

7 On March 13, 2025, the Issuer, Pluri Biotech, entered into a Share Purchase Agreement with CHL and Plantae, pursuant to which CHL and Plantae: (i) sold to Pluri Biotech, 400,000 ordinary shares and 175,000 preferred seed-1 shares, representing approximately 71.1% of the equity of Kokomodo (on a fully diluted basis), and (ii) transferred to Pluri Biotech, a convertible loan, pursuant to an assignment and assumption agreement, reflecting a principal aggregate amount of $0.5 million. In consideration for the sale, transfer and conveyance of the Purchased Interests, the Issuer paid the Reporting Person an aggregate purchase price of $4.5 million, payable in 976,139 common shares of the Company, which as of January 23, 2025, represented 12.14% of the Issuer's issued and outstanding share capital on a fully diluted basis after the deemed issuance of the above consideration shares. Of the 976,139 common shares of the Issuer, 452,702 was issued to Plantae and 523,437 was issued to CHL. CHL owns approximately 78% of Plantae. 8 Calculated as: 452,702 / 10,739,948 outstanding Common Shares = ~ 4.22% The breakdown of 10,739,948 is 10,114,948 Common Shares outstanding as of March 24, 2026 per the Company's capitalization schedule, plus 312,500 Common Shares issued at the first closing under the March 2026 SPA on March 31, 2026, plus 312,500 Common Shares issued at the second closing under the March 2026 SPA on April 21, 2026.

SCHEDULE 13D

CUSIP Number(s): 72942G203

1

Name of reporting person

Alexandre Weinstein

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)

PF

5

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

6

Citizenship or place of organization

SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,794,897.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,794,897.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

6,284.00

12

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

13

Percent of class represented by amount in Row (11)

34.98 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

9 2,018,014 (CHL) + 1,317,897 (CHLP) + 452,702 (Plantae) + 6,284 (direct, including 641 RSUs vesting within 60 days). Mr. Weinstein has been granted an aggregate of 10,769 Restricted Stock Units ("RSUs") under two separate agreements with the Issuer. Pursuant to the 2016 Equity Compensation Plan, Mr. Weinstein was granted 10,250 RSUs on February 25, 2025, which vest in twelve instalments: 12.50% on each of May 25, 2025; August 25, 2025; November 25, 2025; and February 25, 2026; and 6.25% on each of May 25, 2026; August 25, 2026; November 25, 2026; February 25, 2027; May 25, 2027; August 25, 2027; November 25, 2027; and February 25, 2028. Pursuant to the 2019 Equity Compensation Plan, Mr. Weinstein was granted 519 RSUs on December 1, 2025, which vest in three equal monthly instalments on December 31, 2025; January 31, 2026; and February 28, 2026. As of the date of this filing, 5,643 RSUs have vested into common shares, and an additional 641 RSUs are scheduled to vest on May 25, 2026 (within 60 days of the date hereof) and are therefore included in Mr. Weinstein's beneficial ownership. The remaining 4,485 RSUs are unvested and subject to future vesting conditions beyond 60 days. Unvested RSUs confer no voting rights or dividend entitlements until settlement into common shares. Additional RSUs will vest thereafter, which may increase Mr. Weinstein's ownership. Mr. Weinstein will amend this Schedule 13D as required by law. 10 See note above. 11 The percentage is calculated as 6,284 (5,643 and 641 RSUs) + 2,018,014 (CHL shares and warrants) + 1,360,000 (CHLP shares and warrants subject to the 35% beneficial ownership blocker) + 452,702 (Plantae) / 10,927,803 (10,774,666 + 110,000 + 84,599 + 641) = ~34.98%

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: COMMON STOCK, PAR VALUE $0.00001 PER SHARE
(b)	Name of Issuer: Pluri Inc.
(c)	Address of Issuer's Principal Executive Offices: Pluri Biotech Ltd., Matam Park Building 5, Haifa, ISRAEL , 3508409.
Item 1 Comment: This Amendment No. 4 ("Amendment") supplements the statements made on Schedule 13D of Chutzpah Holdings Limited ("CHL") that was filed with the Securities and Exchange Commission (the "Commission") on February 12, 2025 (the "Original Schedule 13D"), as amended by the following amendments to the Original Schedule 13D: first amendment filed with the Commission on May 12, 2025; second amendment to the Original Schedule 13D filed with the Commission on December 15, 2025; third amendment to the Original Schedule 13D filed with the Commission on January 5, 2026 (collectively, with the Original Schedule 13D, the "Schedule 13D"). Capitalized terms used but not defined herein have the meanings given to such terms in the Schedule 13D. This Amendment is being filed for the purpose of publicly disclosing certain important developments in connection with CHL, and certain of its affiliates' investment in Pluri, Inc. Except as set forth herein, the Schedule 13D is unmodified.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and restated as follows: The information contained on the cover pages of this Schedule 13D relating to CHL, CHLP, Plantae and Mr. Weinstein is incorporated by reference.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) of the Schedule 13D is hereby amended and restated as follows: The information contained on the cover pages of this Schedule 13D is incorporated by reference. Based on 10,774,666 Common Shares issued and outstanding as of April 23, 2026 (as confirmed by the Issuer), the Reporting Persons beneficially own an aggregate of 3,794,897 shares of Common Stock, representing approximately 34.73% of the outstanding Common Stock. The breakdown of beneficial ownership among the Reporting Persons is as follows: CHL CHL beneficially owns 2,018,014 shares, consisting of 1,933,415 common shares directly held (comprising 407,809 PIPE shares, 1,002,169 shares from exercise of pre-funded warrants, and 523,437 Kokomodo consideration shares) and warrants to purchase 84,599 common shares. CHL's warrants are not subject to a beneficial ownership limitation (the original 19.99% limitation having been removed upon shareholder approval on June 30, 2025). CHLP CHLP beneficially owns 1,317,897 shares, consisting of 1,250,000 common shares directly held and warrants to purchase 110,000 common shares (being the maximum number of warrant shares currently exercisable without exceeding the 35% Beneficial Ownership Limitation applicable to each of CHLP's three warrant instruments). CHLP holds warrants to purchase an aggregate of 1,250,000 common shares, but only 110,000 of such warrant shares are included in CHLP's beneficial ownership because CHLP does not have the right to acquire the remaining 1,182,103 warrant shares -- the Beneficial Ownership Limitation in each warrant instrument contractually prohibits exercise to the extent it would cause the Reporting Persons' aggregate beneficial ownership to exceed 35% of outstanding Common Shares. See "Beneficial Ownership Limitation" below for the detailed calculation. CHLP holds warrants to purchase an aggregate of 1,250,000 Common Shares under three separate warrant instruments, as follows: (i) Warrants to purchase 625,000 Common Shares, issued pursuant to the Securities Purchase Agreement dated December 8, 2025, at an exercise price of $4.25 per share, exercisable immediately and expiring on June 30, 2026; (ii) Warrants to purchase 312,500 Common Shares, issued pursuant to the Securities Purchase Agreement dated March 24, 2026, at an exercise price of $4.25 per share, exercisable immediately and expiring approximately September 30, 2027 (18 months from the March 31, 2026 issuance date); and (iii) Warrants to purchase 312,500 Common Shares, issued pursuant to the Securities Purchase Agreement dated March 24, 2026, at an exercise price of $4.25 per share, exercisable immediately and expiring on October 21, 2027 (18 months from the April 21, 2026 issuance date). Each warrant instrument contains a beneficial ownership limitation provision (each, a "Beneficial Ownership Limitation") that independently restricts the exercise of that particular warrant. Specifically, each warrant provides that CHLP may not exercise such warrant to the extent that, after giving effect to the issuance of the warrant shares upon such exercise, the Holder, together with its Affiliates and any other Persons whose beneficial ownership of Common Shares would or could be aggregated with the Holder's for purposes of Section 13(d) of the Exchange Act (collectively, the "Attribution Parties"), would beneficially own in excess of 35% of the number of Common Shares outstanding immediately after giving effect to such issuance. Each warrant instrument's Beneficial Ownership Limitation is evaluated independently at the time CHLP submits a Notice of Exercise under that particular warrant. At the time of each exercise, the numerator of the ownership calculation includes all Common Shares then held by the Holder, its Affiliates and Attribution Parties, plus the warrant shares to be issued in that particular exercise. The numerator excludes (a) the remaining unexercised portion of the warrant being exercised and (b) any other securities of the Company subject to an analogous beneficial ownership limitation (i.e., the other CHLP warrant instruments, which each contain their own 35% Beneficial Ownership Limitation). The denominator is the total number of Common Shares outstanding immediately after giving effect to the issuance of the warrant shares in that particular exercise. Plantae Plantae beneficially owns 452,702 shares, consisting of 452,702 common shares directly held. Mr. Weinstein Mr. Weinstein beneficially owns 3,794,897 shares in the aggregate, consisting of: (i) 6,284 shares held directly (5,643 vested RSU shares plus 641 RSUs vesting within 60 days on May 25, 2026); (ii) 2,018,014 shares through CHL (Mr. Weinstein indirectly owns 100% of CHL); (iii) 1,317,897 shares through CHLP (beneficially owned by Mr. Weinstein); and (iv) 452,702 shares through Plantae (Mr. Weinstein indirectly owns approximately 78% of Plantae through CHL). Mr. Weinstein disclaims beneficial ownership of securities held by Plantae except to the extent of his pecuniary interest therein.
(b)	Item 5(b) of the Schedule 13D is hereby amended and restated as follows: In the aggregate, the Reporting Persons beneficially own 3,794,897 Common Shares representing approximately 34.98% of the issued and outstanding shares of the Issuer. Each of the Reporting Persons expressly disclaims beneficial ownership with respect to any shares of Common Stock of the Issuer, other than the Common Stock of the Issuer owned of record by such Reporting Person.
(c)	Item 5(c) of the Schedule 13D is amended and supplemented as follows: The information contained in Item 4 of this Schedule 13D is incorporated by reference.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	1. Securities Purchase Agreement dated January 23, 2025: Between the Issuer and CHL, pursuant to which CHL acquired common shares, pre-funded warrants, and common warrants. 2. Asset Purchase Agreement (Kokomodo): Pursuant to which CHL received 523,437 and Plantae received 452,702 consideration shares. 3. Securities Purchase Agreement dated December 8, 2025: Between the Issuer and CHLP, for 625,000 common shares and warrants to purchase 625,000 common shares. Closing occurred on December 30, 2025. 4. Securities Purchase Agreement dated March 24, 2026: Between the Issuer and CHLP, for 625,000 common shares and warrants to purchase 625,000 common shares. Closed in two tranches on March 31, 2026 and April 21, 2026. 5. Common Warrants: CHL holds warrants exercisable for 84,599 shares at $5.568, expiring February 5, 2028 (not subject to a beneficial ownership limitation). CHLP holds warrants exercisable for up to 1,250,000 shares at $4.25 under three separate warrant instruments: (i) 625,000 warrants expiring June 30, 2026 (December 2025 SPA); (ii) 312,500 warrants expiring approximately September 30, 2027 (March 2026 SPA, first closing); and (iii) 312,500 warrants expiring October 21, 2027 (March 2026 SPA, second closing). Each CHLP warrant is subject to a 35% beneficial ownership limitation. See Item 5(a) for a detailed description of the limitation and its effect on reported beneficial ownership. 6. Restricted Stock Unit Award Agreements: Mr. Weinstein holds RSU awards under the Issuer's 2016 Equity Compensation Plan (10,250 RSUs granted February 25, 2025) and 2019 Equity Compensation Plan (519 RSUs granted December 1, 2025). 7. Joint Filing Agreement: The Reporting Persons have entered into a joint filing agreement, filed as an exhibit hereto.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is supplemented with the following exhibits: Exhibit 1: Joint Filing Agreement sec.gov/Archives/edgar/data/1158780/000121390026015550/ea0275848-10q_pluri.htm sec.gov/Archives/edgar/data/1158780/000121390026035110/ea0283653-8k_pluri.htm file:///N:/EDGAR%20FILES/1-PreSub/ea0256130/ea0256130-01/proof.

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.

Chutzpah Holdings Limited

Signature:	/s/ Ana Ventura
Name/Title:	Ana Ventura/Authorized Officer Beaumont (Directors) Limited, sole corporate director
Date:	05/01/2026

Signature:	/s/ Karen Oliver
Name/Title:	Karen Oliver/Authorized Officer Beaumont (Directors) Limited, sole corporate director
Date:	05/01/2026

Chutzpah Holdings LP

Signature:	/s/ Alexandre Weinstein
Name/Title:	Alexandre Weinstein/Authorized Signatory Chutzpah Holdings LP
Date:	05/01/2026

Plantae Bioscience Ltd.

Signature:	/s/ Eli Mor
Name/Title:	Eli Mor/Authorized Signatory Plantae Bioscience Ltd.
Date:	05/01/2026

Alexandre Weinstein

Signature:	/s/ Alexandre Weinstein
Name/Title:	Alexandre Weinstein
Date:	05/01/2026

FAQ

How many Pluri (PLUR) shares does the Alexandre Weinstein group now control?

The reporting group led by Alexandre Weinstein reports beneficial ownership of 3,794,897 Pluri common shares. This total aggregates direct holdings, entity holdings through CHL, CHLP and Plantae, exercisable warrants, and RSUs vesting within 60 days included in beneficial ownership.

What percentage of Pluri Inc. (PLUR) does the reporting group own after this Schedule 13D/A?

The reporting persons state they beneficially own approximately 34.98% of Pluri’s outstanding common stock. This percentage is calculated using 10,927,803 shares, which includes outstanding shares plus certain exercisable warrants and RSUs counted for beneficial ownership purposes.

How many Pluri shares and warrants does Chutzpah Holdings Limited (CHL) hold?

CHL beneficially owns 2,018,014 Pluri shares. This consists of 1,933,415 common shares directly held and warrants to purchase 84,599 additional common shares at an exercise price of $5.568 per share, which are not subject to a beneficial ownership limitation provision.

What is Chutzpah Holdings LP’s (CHLP) stake and what is the 35% Beneficial Ownership Limitation?

CHLP beneficially owns 1,317,897 shares, combining 1,250,000 common shares and 110,000 warrant shares. Its three warrant series, totaling 1,250,000 shares at $4.25 strike, each contain a 35% Beneficial Ownership Limitation that contractually caps exercises based on group‑wide ownership.

How many Pluri (PLUR) shares does Plantae Bioscience Ltd. own under this filing?

Plantae Bioscience Ltd. beneficially owns 452,702 Pluri common shares. These shares were issued as part of consideration under a Share Purchase Agreement related to Kokomodo Ltd., and they represent about 4.22% of Pluri’s outstanding common shares, based on the stated share count.

What are the key warrant and RSU terms affecting Alexandre Weinstein’s Pluri ownership?

Weinstein’s ownership includes CHL and CHLP warrants and his own RSUs. CHL holds 84,599 warrants at $5.568 per share. CHLP holds 1,250,000 warrants at $4.25 per share, subject to a 35% cap. Weinstein also has 10,769 RSUs, with 5,643 vested and 641 vesting within 60 days.