S.H.N. Financial Investments Ltd. filed an amended Schedule 13G reporting beneficial ownership of 1,428,570 American Depositary Shares of SOS Ltd., representing 0.1% of the class. These ADSs are issuable upon exercise of warrants, rather than currently outstanding shares.
The reported percentage is based on 1,019,081,035 ADS outstanding, as disclosed in SOS Ltd.’s Form 6-K. S.H.N. has sole voting and dispositive power over the warrant shares and reports owning less than 5% of the class. CEO Nir Shamir may be deemed a beneficial owner but disclaims ownership for other purposes. The filer also certifies the holdings are not for the purpose of changing or influencing control of SOS Ltd.
Positive
None.
Negative
None.
FAQ
What does S.H.N. Financial Investments Ltd. report in the SOS (SOS) Schedule 13G/A?
S.H.N. Financial Investments Ltd. reports beneficial ownership of 1,428,570 American Depositary Shares of SOS Ltd., held through warrants. This represents a small stake and is disclosed on an amended Schedule 13G as of the December 31, 2025 event date.
How large is S.H.N. Financial Investments Ltd.’s ownership stake in SOS (SOS)?
S.H.N. Financial Investments Ltd. reports beneficial ownership of 1,428,570 SOS American Depositary Shares, representing 0.1% of the class. The percentage is calculated against 1,019,081,035 ADS outstanding, as disclosed in SOS Ltd.’s Form 6-K filed on August 18, 2025.
Are S.H.N. Financial Investments Ltd.’s SOS (SOS) shares currently outstanding or issuable?
The 1,428,570 American Depositary Shares reported by S.H.N. Financial Investments Ltd. are issuable upon exercise of warrants. They are not currently outstanding shares but are treated as beneficially owned for Schedule 13G purposes because they can be acquired through warrant exercise.
Does S.H.N. Financial Investments Ltd. have voting and dispositive power over its SOS (SOS) holdings?
Yes. S.H.N. Financial Investments Ltd. reports sole voting power and sole dispositive power over 1,428,570 SOS American Depositary Shares. It reports no shared voting or shared dispositive power, indicating exclusive control over how these warrant-related shares are voted and disposed.
Is S.H.N. Financial Investments Ltd. seeking to influence control of SOS (SOS)?
No. S.H.N. Financial Investments Ltd. certifies the securities were not acquired and are not held to change or influence control of SOS Ltd. The holdings are reported on a passive Schedule 13G basis, consistent with ownership of 5 percent or less of the class.
What is Nir Shamir’s relationship to S.H.N. Financial Investments Ltd.’s SOS (SOS) position?
Nir Shamir is the Chief Executive Officer of S.H.N. Financial Investments Ltd. The filing states he may be deemed to beneficially own the reported securities under Rule 13d-3, but he expressly disclaims beneficial ownership of these securities for all other purposes.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
SOS Ltd.
(Name of Issuer)
American Depository Shares, representing Class A Ordinary Shares, par value $0.005
(Title of Class of Securities)
83587W304
(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.
83587W304
1
Names of Reporting Persons
S.H.N. Financial Investments Ltd.
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
1,428,570.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,428,570.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,428,570.00
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)
0.1 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
SOS Ltd.
(b)
Address of issuer's principal executive offices:
Bldg 6, E. SeaviewPark, 298 Haijing Road, Yinzhu St, West Coast New District, Quingdao City, Shandong Province 266400, People's Republic of China
Item 2.
(a)
Name of person filing:
S.H.N. Financial Investments Ltd.
(b)
Address or principal business office or, if none, residence:
Herzliya Hills
Arik Einstein 3, Israel, 4610301
(c)
Citizenship:
Israel
(d)
Title of class of securities:
American Depository Shares, representing Class A Ordinary Shares, par value $0.005
(e)
CUSIP No.:
83587W304
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:
1,428,570
This amendment refers to a Schedule 13G filed with the Securities and Exchange Commission on August 7, 2025 covering 920,268 American Depository Shares purchased on July 31, 2025. The amounts in Row (5), (7) and (9) represent 1,428,570 American Depository Shares issuable upon exercise of Warrants. The percentage set forth on Row (11) of the cover page for the reporting person is based on 1,019,081,035 American Depository Shares outstanding, based on the Issuer's Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on August 18, 2025.
Nir Shamir is the Chief Executive Officer of the Reporting Person. As such, Mr. Shamir may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the securities described herein. To the extent Mr. Shamir is deemed to beneficially own such securities, Mr. Shamir disclaims beneficial ownership of these securities for all other purposes.
(b)
Percent of class:
0.1%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
1,428,570
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
1,428,570
(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.
