[SCHEDULE 13G/A] Purple Biotech Ltd. American SEC Filing

Rhea-AI Filing Summary

Purple Biotech Ltd.'s Schedule 13G/A filed by Orca Capital AG reports beneficial ownership of 306,394 American Depositary Shares (ADSs), representing 4.9% of the class on a post-offering basis. Each ADS represents 200 ordinary shares, and the ownership percentage is calculated using 6,085,450 ADSs outstanding after the issuer's registered offering.

The filing discloses that Orca has sole voting and dispositive power over all 306,394 ADSs and excludes 1,832,495 ADSs issuable upon exercise of Series B warrants held by Orca, which are subject to a 4.99% exercise blocker that prevents Orca from exercising warrants to exceed 4.99% ownership.

Positive

• Transparency: Orca Capital AG timely disclosed beneficial ownership and voting/dispositive powers.
• Clear ownership below 5%: The 4.9% stake avoids higher disclosure thresholds and potential control concerns.
• Warrant exercise blocker: The 4.99% limiter reduces risk of immediate dilution from warrant conversion.

Negative

• Limited near-term influence: Ownership under 5% constrains ability to materially influence corporate control.
• Warrant restriction: The 4.99% blocker prevents Orca from exercising warrants to increase ownership above the cap.

Insights

Financial Analyst

TL;DR: Orca holds a meaningful minority stake (4.9%), below 5%, with voting control of its shares.

Orca Capital AG reports clear beneficial ownership of 306,394 ADSs (4.9%). The stake is below the 5% threshold that typically triggers additional reporting or activist attention, so the immediate market impact is likely neutral. The sole voting and dispositive power indicates concentrated control of the reported position. The exclusion of 1,832,495 ADSs from warrant exercise due to a 4.99% blocker limits near-term dilution risk but also constrains Orca's ability to increase ownership via warrant exercise.

Corporate Governance Expert

TL;DR: Filing shows transparent disclosure and governance-compliant limitations on warrant exercise.

The Schedule 13G/A is filed under passive/investor disclosure conventions and includes an explicit certification that holdings are not intended to change control. The 4.99% blocker tied to Series B warrants is a governance mechanism that prevents Orca from exceeding the specified ownership cap through warrant exercise. Reporting of sole voting power simplifies the governance picture: Orca can vote its ADSs without shared arrangements, but with ownership under 5% its influence on corporate decisions remains limited.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Purple Biotech Ltd.

(Name of Issuer)

American Depositary Shares, each representing 200 Ordinary Shares

(Title of Class of Securities)

74638P208

(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. 74638P208

1

Names of Reporting Persons

Orca Capital AG

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

GERMANY

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 306,394.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 306,394.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

306,394.00

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)

4.9 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: All ownership percentages set forth in this Schedule 13G are calculated based upon an aggregate of 6,085,450 American Depositary Shares ("ADSs"), each representing 200 Ordinary Shares, outstanding immediately after giving effect to the completion of the Issuer's registered offering and excludes 1,832,495 ADSs issuable upon the exercise of Series B warrants held by the Reporting Person, subject to the 4.99% blocker (defined below). Pursuant to the terms of the Series B warrants, as described in the Issuer's Prospectus filed pursuant to Rule 424(b)(4) with the Securities and Exchange Commission on September 5, 2025, the Reporting Person cannot exercise any of the Series B warrants to the extent the Reporting Person would beneficially own, after any such exercise, more than 4.99% of the Issuer's outstanding Ordinary Shares, including Ordinary Shares represented by ADSs (the "4.99% Blocker").

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Purple Biotech Ltd.
(b)	Address of issuer's principal executive offices: 4 Oppenheimer Street, Science Park, Rehovot, ISRAEL, 7670104.
Item 2.
(a)	Name of person filing: Orca Capital AG
(b)	Address or principal business office or, if none, residence: Sperlring 2 85276 Hettenshausen Deutschland
(c)	Citizenship: Germany
(d)	Title of class of securities: American Depositary Shares, each representing 200 Ordinary Shares
(e)	CUSIP No.: 74638P208
Item 4.	Ownership
(a)	Amount beneficially owned: 306,394
(b)	Percent of class: 4.9%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 306,394
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 306,394
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

Orca Capital AG

Signature:	/s/ Thomas Konig
Name/Title:	Thomas Konig/Director
Date:	09/09/2025

FAQ

How many Purple Biotech (PPBT) ADSs does Orca Capital AG beneficially own?

Orca Capital AG beneficially owns 306,394 ADSs representing 4.9% of the outstanding ADSs used for the calculation.

What basis was used to calculate the 4.9% ownership in PPBT?

The percentage is calculated using an aggregate of 6,085,450 ADSs outstanding immediately after the issuer's registered offering.

Are there any warrants related to Orca's holdings in PPBT?

Yes. Orca holds Series B warrants for 1,832,495 ADSs which are excluded from the percentage because a 4.99% blocker prevents exercise that would exceed 4.99% ownership.

Does Orca have voting control over its PPBT ADSs?

Yes. The filing states Orca has sole voting power and sole dispositive power over all 306,394 ADSs.

Is this Schedule 13G/A indicative of an attempt to control Purple Biotech (PPBT)?

The filing includes a certification stating the securities were not acquired to change or influence control and is filed under passive reporting conventions.