X Labs Inc. filed an amendment to a Schedule 13G/A reporting beneficial ownership of 1,179,230 shares of Common Stock, representing 8.65% of the class. The filing states this percentage was calculated based on 13,336,392 shares outstanding as of the date hereof.
The filing explains the 1,179,230 figure consists of 879,230 Shares plus 300,000 Shares issuable upon conversion of a convertible loan. It also discloses additional potential shares tied to warrants: 44,283 Shares exercisable within 60 days and 300,000 Shares issuable upon conversion-related warrants, each subject to a blocker provision limiting exercises above 4.99%.
Positive
None.
Negative
None.
Insights
Reporting clarifies beneficial ownership and blocker limits.
The amendment states the Reporting Person beneficially owns 1,179,230 shares (8.65%), calculated on 13,336,392 shares outstanding as of the date hereof. It details convertible loan conversion mechanics and warrants with a 4.99% blocker provision.
These disclosures delimit voting and conversion rights and note potential incremental share counts (44,283 and 300,000) that are subject to exercise limitations. Subsequent filings would state if any exercises occur or if blocker thresholds are updated.
Position size and conversion features may affect future supply, timing not specified.
The filing breaks the position into 879,230 currently held shares and 300,000 issuable on conversion of a convertible loan. It separately lists warrants of 44,283 (exercisable within 60 days) and 300,000 tied to the convertible loan.
Cash‑flow treatment and planned exercises are not described in the excerpt; whether these instruments convert or are exercised will determine any near‑term dilutive impact.
Key Figures
Beneficial ownership:1,179,230 sharesPercent of class:8.65%Outstanding shares used for calculation:13,336,392 shares+4 more
7 metrics
Beneficial ownership1,179,230 sharesreported on Schedule 13G/A amendment
Percent of class8.65%calculated on 13,336,392 shares outstanding as of the date hereof
Outstanding shares used for calculation13,336,392 sharesbasis for percentage in filing
Held shares879,230 Sharesshares currently held by the Reporting Person
Convertible loan issuable shares300,000 Sharesissuable upon conversion of the outstanding convertible loan
Warrants exercisable within 60 days44,283 Sharesmay be acquired within 60 days through exercise of a warrant
Conversion-related warrants300,000 Shareswarrants issuable upon conversion of the outstanding loan amount
Key Terms
blocker provision, convertible loan, beneficially owned, warrant exercisable within 60 days
4 terms
blocker provisionregulatory
"which includes a blocker provision under which the Reporting Person does not have the right to exercise"
convertible loanfinancial
"300,000 Shares issuable upon the conversion of the outstanding loan amount of a convertible loan"
A convertible loan is money lent to a company that can later be changed into shares instead of being repaid in cash. For investors it combines the safety of a loan—priority for repayment if things go wrong—with the potential upside of owning part of the company if its value rises; think of it as lending money that can be swapped for a slice of the company pie under pre-agreed terms. It matters because it affects returns and how much ownership existing shareholders will have.
beneficially ownedregulatory
"Amount beneficially owned by the Reporting Person consists of (i) 879,230 Shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
warrant exercisable within 60 daysfinancial
"44,283 Shares which may be acquired by the Reporting Person within 60 days"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
QUANTUM X LABS INC.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
926711300
(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):
926711300
1
Names of Reporting Persons
Nissim Daniel
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
ISRAEL
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,179,230.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,179,230.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,179,230.00
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)
8.65 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: *Percentage calculated based on 13,336,392 shares of common stock, $0.0001 par value per share (the "Shares"), of Quantum X Labs Inc. (the "Issuer") issued and outstanding as of the date hereof, which amount was provided to the Reporting Person by the Issuer.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
QUANTUM X LABS INC.
(b)
Address of issuer's principal executive offices:
Atrium Tower, 2 Jabotinsky Street, Ramat Gan, Israel 5252903
Item 2.
(a)
Name of person filing:
Nissim Daniel
(b)
Address or principal business office or, if none, residence:
5 Harav Levin Street, Ramat Gan, Israel 5226039
(c)
Citizenship:
Israel
(d)
Title of class of securities:
Common Stock, $0.0001 par value per share
(e)
CUSIP No.:
926711300
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:
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person, which is incorporated herein.
Amount beneficially owned by the Reporting Person consists of (i) 879,230 Shares and 300,000 Shares issuable upon the conversion of the outstanding loan amount of a convertible loan. Such amount does not include (i) 44,283 Shares which may be acquired by the Reporting Person within 60 days of the date hereof through the exercise of a warrant, which includes a blocker provision under which the Reporting Person does not have the right to exercise the warrant to the extent (but only to the extent) that such exercise would result in beneficial ownership by the Reporting Person, together with the Reporting Person's affiliates, and any other persons acting as a group together with the Reporting Person or any of the Reporting Person's affiliates, of more than 4.99% of the Shares and (ii) 300,000 Shares issuable upon the exercise of warrants that are issuable upon the conversion of the outstanding loan amount of a convertible loan, which such warrants include a blocker provision under which the Reporting Person does not have the right to exercise such warrants to the extent (but only to the extent) that such exercise would result in beneficial ownership by the Reporting Person, together with the Reporting Person's affiliates, and any other persons acting as a group together with the Reporting Person or any of the Reporting Person's affiliates, of more than 4.99% of the Shares.
(b)
Percent of class:
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person, which is incorporated herein.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person, which is incorporated herein.
(ii) Shared power to vote or to direct the vote:
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person, which is incorporated herein.
(iii) Sole power to dispose or to direct the disposition of:
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person, which is incorporated herein.
(iv) Shared power to dispose or to direct the disposition of:
See items 5-11 of the cover pages hereto for beneficial ownership, percentage of class and dispositive power of the Reporting Person, which is incorporated herein.
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 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 does X Labs (QXL) report as beneficial ownership in this 13G/A amendment?
The amendment reports 1,179,230 shares beneficially owned, equal to 8.65% of the class. This percent is calculated using 13,336,392 shares outstanding as of the date hereof, per the filing.
How is the 1,179,230 share total for X Labs composed?
The filing states the total includes 879,230 Shares plus 300,000 Shares issuable upon conversion of a convertible loan. Those two components sum to the reported beneficial ownership figure.
Are there additional potential shares mentioned that could increase ownership?
Yes. The amendment references 44,283 Shares exercisable via a warrant within 60 days and 300,000 Shares issuable upon conversion-related warrants, each subject to blocker limits.
What is the blocker provision described in the filing?
The filing explains certain warrants include a blocker provision that prevents exercise to the extent it would cause beneficial ownership (with affiliates and group) to exceed 4.99% of the Shares.
On what share count is the ownership percentage calculated?
The percentage is calculated based on 13,336,392 shares of common stock of the Issuer issued and outstanding as of the date hereof, as stated in the filing.
