[SCHEDULE 13G/A] Scinai Immunotherapeutics Ltd. SEC Filing

Rhea-AI Filing Summary

Scinai Immunotherapeutics Ltd. (SCNI) Schedule 13G/A reports that Daniel E. Stone and RK Stone Miami, LLC disclosed beneficial ownership in the issuer's American Depositary Shares, each representing 4,000 ordinary shares. Daniel E. Stone reports 346,667 ADSs (9.9%) and RK Stone Miami, LLC reports 282,467 ADSs (8.1%). The filing notes RK holds a mix of directly held ADSs and ADSs issuable upon exercise of pre-funded warrants and that exercise is limited to avoid beneficial ownership above 9.99%. The filers certify the holdings were not acquired to influence control.

Positive

• Transparent disclosure of beneficial ownership by Daniel E. Stone and RK Stone Miami, LLC
• Detailed breakdown of sole voting and dispositive powers and exact ADS counts
• Certification that the holdings were not acquired to influence control (Schedule 13G/A posture)

Negative

• Beneficial ownership approaches 9.99% threshold, and pre-funded warrant exercises are limited to avoid exceeding that cap, which could constrain future positioning

Insights

Securities Analyst

TL;DR: Two related reporting persons disclosed near-10% passive stakes in SCNI, with warrant exercise limited to avoid breaching a 9.99% cap.

The filing shows transparent reporting of sizable positions: Daniel E. Stone at 9.9% and RK Stone Miami, LLC at 8.1% of ADSs. The disclosure that pre-funded warrants are subject to an exercise limitation to prevent exceeding 9.99% is important for share dilution modeling and ownership concentration analysis. Because the statement is filed on Schedule 13G/A and includes a certification that the holdings are not for control, this is a passive holding disclosure rather than an active takeover intent signal.

Corporate Governance Expert

TL;DR: Ownership levels are material enough to warrant governance monitoring but the filing asserts no control intent.

The combined disclosures indicate concentrated insider-affiliated ownership that may affect shareholder voting dynamics if stakes change. The explicit limitation on warrant exercise to remain below 9.99% reduces immediate control risk but creates a potential trigger point if additional issuances or exercises alter percentages. The joint filing agreement exhibit and signatures from the same individual confirm coordinated reporting.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 5)

Scinai Immunotherapeutics Ltd.

(Name of Issuer)

American Depositary Shares, each representing 4,000 Ordinary Shares, no par value

(Title of Class of Securities)

09073Q203

(CUSIP Number)

09/29/2025

(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. 09073Q203

1

Names of Reporting Persons

Stone Daniel E.

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 346,667.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 346,667.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

346,667.00

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

SCHEDULE 13G

CUSIP No. 09073Q203

1

Names of Reporting Persons

RK Stone Miami, LLC

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

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 282,467.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 282,467.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

282,467.00

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)

8.1 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: Based on 12,750,715,584 ordinary shares outstanding as of September 17, 2025, as disclosed by the issuer on September 22, 2025. Includes 64,200 American Depositary Shares (ADSs) held directly by the Reporting Person, 200,000 ADSs held by RK Stone Miami, LLC ("RK") and 82,467 ADSs issuable upon exercise of pre-funded warrants held by RK. On September 22, 2025, RK exercised 200,000 warrants. As of September 29, 2025, RK holds 200,000 ADSs and 283,426 ADS pre-funded warrants, which may not be exercised if such exercise would result in beneficial ownership by RK, together with its affiliates (which include the Reporting Person) and certain other persons, of greater than 9.99% of the ordinary shares. As disclosed in the Schedule 13G amendment filed with the Securities and Exchange Commission on January 24, 2025, future issuances of ordinary shares or ADSs by the issuer to third parties are expected to cause additional amounts of pre-funded warrants to become exercisable within the foregoing limitation, without increasing the reporting person's beneficial ownership percentage.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Scinai Immunotherapeutics Ltd.
(b)	Address of issuer's principal executive offices: Jerusalem BioPark, 2nd Floor, Hadassah Ein Kerem Campus, Jerusalem, Israel, 0000000
Item 2.
(a)	Name of person filing: i) Daniel E. Stone ii) RK Stone Miami, LLC
(b)	Address or principal business office or, if none, residence: i) 1200 Brickell Avenue, #1470, Miami, FL 33131 ii) 1200 Brickell Avenue, #1470, Miami, FL 33131
(c)	Citizenship: i) United States ii) Florida
(d)	Title of class of securities: American Depositary Shares, each representing 4,000 Ordinary Shares, no par value
(e)	CUSIP No.: 09073Q203
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: i) 346,667 ii) 282,467
(b)	Percent of class: i) 9.9 ii) 8.1
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: i) 346,667 ii) 282,467
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: i) 346,667 ii) 282,467
	(iv) Shared power to dispose or to direct the disposition of: 0
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:

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.

Stone Daniel E.

Signature:	/s/ Daniel E. Stone
Name/Title:	Stone Daniel E.
Date:	10/01/2025

RK Stone Miami, LLC

Signature:	/s/ Daniel E. Stone
Name/Title:	Sole Member - RK Stone Miami, LLC
Date:	10/01/2025

Exhibit Information

EXHIBIT 1.01 JOINT FILING AGREEMENT

FAQ

How many ADSs does Daniel E. Stone report owning in SCNI?

Daniel E. Stone reports beneficial ownership of 346,667 ADSs, representing 9.9% of the class.

What stake does RK Stone Miami, LLC report in SCNI?

RK Stone Miami, LLC reports beneficial ownership of 282,467 ADSs, representing 8.1% of the class.

Does this filing indicate an intent to control Scinai Immunotherapeutics (SCNI)?

No; the filing is a Schedule 13G/A and includes a certification stating the securities were not acquired to change or influence control of the issuer.

How many ordinary shares does each ADS represent for SCNI?

Each American Depositary Share represents 4,000 ordinary shares as stated in the filing.

Are there limits on exercising warrants disclosed in the filing?

Yes; the filing notes that certain pre-funded warrants may not be exercised if such exercise would cause beneficial ownership to exceed 9.99%.