PolyPid Ltd. shareholder filing shows a concentrated institutional position with warrant overhang. Rosalind Advisors Inc., Rosalind Master Fund L.P., and portfolio managers Steven Salamon and Gilad Aharon report beneficial ownership tied to 5,483,443 Common Shares, representing 9.9% of the class based on 18,204,002 shares outstanding as of December 31, 2025.
The filing explains that this figure includes 696,556 Common Shares plus 4,786,887 shares issuable upon warrant exercise. Because the warrants contain a 9.99% beneficial ownership blocker, the reporting persons state they could not exercise the warrants as of the event date and that the advisor and Mr. Salamon disclaim beneficial ownership of shares held by the fund.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)
PolyPid Ltd.
(Name of Issuer)
Common Shares
(Title of Class of Securities)
M8001Q126
(CUSIP Number)
12/31/2025
(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.
M8001Q126
1
Names of Reporting Persons
Rosalind Advisors, Inc.
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
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,483,443.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,483,443.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,483,443.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: This percentage is calculated based upon 18,204,002 Ordinary shares of the Issuers common stock outstanding as of December 31, 2025, based on the press release issued by Polypid Ltd on February 11, 2026, titled "Polypid Provides Corporate update and reports fourth quarter and full-year 2025 financial results". However, as more fully described in Item 4, the securities reported in rows 6, 8 and 9 show the number of shares of Common Stock that would be issuable upon full conversion and exercise of such reported securities and do not give effect to such blockers. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to such blockers, is less than the number of securities reported in rows 6, 8 and 9.
(6) 696,556 shares of Common Stock
4,786,887 shares of Common Stock issuable upon exercise of warrants
SCHEDULE 13G
CUSIP No.
M8001Q126
1
Names of Reporting Persons
SALAMON STEVEN A J
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
ONTARIO, CANADA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,483,443.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,483,443.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,483,443.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (6) 696,556 shares of Common Stock
4,786,887 shares of Common Stock issuable upon exercise of warrants
SCHEDULE 13G
CUSIP No.
M8001Q126
1
Names of Reporting Persons
Aharon Gil
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
ONTARIO, CANADA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,483,443.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,483,443.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,483,443.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (6) 696,556 shares of Common Stock
4,786,887 shares of Common Stock issuable upon exercise of warrants
SCHEDULE 13G
CUSIP No.
M8001Q126
1
Names of Reporting Persons
Rosalind Master Fund 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,483,443.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,483,443.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,483,443.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: (6) 696,556 shares of Common Stock
4,786,887 shares of Common Stock issuable upon exercise of warrants
Rosalind Advisors Inc. Advisor to RMF
Rosalind Master Fund L.P. RMF
Steven Salamon President
Steven Salamon is the portfolio manager of the Advisor which advises RMF.
Gilad Aharon is the portfolio manager and member of the Advisor which advises RMF.
(b)
Address or principal business office or, if none, residence:
Rosalind Advisors, Inc.
15 Wellesley Street West
Suite 326
Toronto, Ontario
M4Y 0G7 Canada
Rosalind Master Fund L.P.
P.O. Box 309
Ugland House, Grand Cayman
KY1-1104, Cayman Islands
Steven Salamon
15 Wellesley Street West
Suite 326
Toronto, Ontario
M4Y 0G7 Canada
Gilad Aharon
15 Wellesley Street West
Suite 326
Toronto, Ontario
M4Y 0G7 Canada
(c)
Citizenship:
Mr. Salamon and Mr. Aharon are citizens of Canada, resident in Ontario
(d)
Title of class of securities:
Common Shares
(e)
CUSIP No.:
M8001Q126
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:
The information as of the date of the event which requires filing of this statement required by Items 4a to c is set forth in Rows 7 to 13 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in Row 11 of the cover page for each Reporting Person is based upon 18,204,002 Ordinary shares of the Issuers common stock outstanding as of December 31, 2025, based on the press release issued by Polypid Ltd on February 11, 2026, titled "Polypid Provides Corporate update and reports fourth quarter and full-year 2025 financial results".
Rosalind Master Fund L.P. may have been deemed to have the beneficial ownership of 696,556 shares of common stock representing the beneficial ownership of approximately 3.83% of the common stocks as mentioned above, which excludes the 4,786,887 shares issuable upon the exercise of warrants and warrant shares because they contain a blocker provision under which the holder thereof does not have the right to exercise any of the warrant to the extent that such exercise would result in beneficial ownership by the holder in excess of 9.99% of the Common Stock. Consequently, as of the date of the event which requires the filing of this statement, the Reporting Persons were not able to exercise any of the warrants due to the Blockers.
Rosalind Advisors Inc. is the investment advisor to RMF and may be deemed to be the beneficial owner of shares held by RMF. Steven Salamon is the portfolio manager of the Advisor and may be deemed to be the beneficial owner of shares held by RMF. Notwithstanding the foregoing, the Advisor and Mr. Salamon disclaim beneficial ownership of the shares.
(b)
Percent of class:
Rosalind Advisors Inc. 9.9%
Rosalind Master Fund L.P. 9.9%
Steven Salamon 9.9%
Gilad Aharon 9.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
Rosalind Advisors Inc. 696,556
Rosalind Master Fund L.P. 696,556
Steven Salamon 696,556
Gilad Aharon 696,556
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
Rosalind Advisors Inc. 696,556
Rosalind Master Fund L.P. 696,556
Steven Salamon 696,556
Gilad Aharon 696,556
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.
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 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.
Rosalind Advisors, Inc.
Signature:
Steven Salamon
Name/Title:
President
Date:
02/11/2026
SALAMON STEVEN A J
Signature:
Steven Salamon
Name/Title:
Steven Salamon
Date:
02/11/2026
Aharon Gil
Signature:
Aharon Gil
Name/Title:
Aharon Gil
Date:
02/11/2026
Rosalind Master Fund L.P.
Signature:
Mike McDonald
Name/Title:
Director, Rosalind (Cayman) Ltd. (as General Partner to Rosalind Master Fund)
What ownership stake in PolyPid Ltd. (PYPD) is reported in this Schedule 13G/A?
The filing reports beneficial ownership tied to 5,483,443 Common Shares, representing 9.9% of PolyPid’s outstanding common stock, based on 18,204,002 shares outstanding as of December 31, 2025, according to a company press release referenced in the document.
Who are the reporting persons in the PolyPid Ltd. (PYPD) Schedule 13G/A?
Reporting persons are Rosalind Advisors Inc., Rosalind Master Fund L.P., and individuals Steven Salamon and Gilad Aharon. Rosalind Advisors Inc. advises Rosalind Master Fund L.P., and Salamon and Aharon are portfolio managers associated with the advisor as described in the ownership section.
How is the 9.9% PolyPid (PYPD) ownership percentage in the filing calculated?
The 9.9% figure is based on 18,204,002 Ordinary shares of PolyPid common stock outstanding as of December 31, 2025. That share count comes from a PolyPid press release dated February 11, 2026, which the reporting persons cite as the basis for their percentage calculation.
What portion of the reported PolyPid (PYPD) position is from shares versus warrants?
The filing notes 696,556 Common Shares and 4,786,887 shares issuable upon exercise of warrants. The warrants include a 9.99% beneficial ownership blocker, so warrant exercise is limited when it would push ownership above that threshold, affecting effective voting power.
What is the current effective PolyPid (PYPD) share ownership excluding warrant blockers?
Rosalind Master Fund L.P. may be deemed to beneficially own 696,556 Common Shares, described as approximately 3.83% of the common stock. This excludes 4,786,887 warrant shares because a 9.99% blocker prevents exercises that would raise beneficial ownership above that level.
Do Rosalind Advisors and Steven Salamon claim full beneficial ownership of PolyPid (PYPD) shares?
Rosalind Advisors Inc. is investment advisor to Rosalind Master Fund L.P., and Steven Salamon is its portfolio manager. The document states that the advisor and Mr. Salamon disclaim beneficial ownership of shares held by the fund, even though they may be deemed beneficial owners for reporting purposes.
What certification do the reporting persons give about their PolyPid (PYPD) holdings?
They certify that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of PolyPid. The statement also says the holdings are not part of any transaction with that control-related purpose or effect.