VisionWave buys SaverOne ADSs at $4.00

VisionWave Holdings, Inc., which is deemed a director of SaverOne 2014 Ltd. by deputization, reported open-market purchases of the company’s American Depositary Shares.

Rhea-AI Filing Summary

VisionWave Holdings, Inc., which is deemed a director of SaverOne 2014 Ltd. by deputization, reported open-market purchases of the company’s American Depositary Shares. It acquired 25,000 ADSs on April 28, 2026 at $4.00 per ADS and 10,618 ADSs on April 29, 2026 at $4.00 per ADS. Each ADS represents 43,200 ordinary shares, so these trades correspond to 1,538,697,600 ordinary shares. Following these transactions, VisionWave beneficially owns 12,212,683,200 ordinary shares and has sole voting and dispositive power over this position, with no other equity or derivative securities reported beyond those previously disclosed.

Insider Trade Summary

Net Buyer: 1,538,697,600 shares

Net Buy 2 txns

Insider VisionWave Holdings, Inc.

Role Director

Bought 1,538,697,600 shs ($6.15B)

Type	Security	Shares	Price	Value
Purchase	Ordinary Shares	458,697,600	$4.00	$1.83B
Purchase	Ordinary Shares	1,080,000,000	$4.00	$4.32B

Holdings After Transaction: Ordinary Shares — 12,212,683,200 shares (Direct)

Footnotes (2)

1. F1. The price reported is the price per American Depositary Share ("ADS") acquired in an open-market transaction on The Nasdaq Stock Market LLC. Each ADS represents 43,200 ordinary shares of the Issuer pursuant to the ADS ratio effective February 25, 2026. The Reporting Person acquired 25,000 ADSs on April 28, 2026 at $4.00, and 10,618 ADSs on April 29, 2026 at $4.00, 1, resulting in the underlying ordinary shares reported.
2. F2. The Reporting Person is deemed a director of the Issuer under Section 16(a) by deputization due to its designation and control over Douglas Davis, who serves on the Issuer's Board of Directors pursuant to rights granted under the Exchange Agreement dated January 26, 2026. Reflects beneficial ownership following the reported transactions. The Reporting Person has sole voting and dispositive power over these shares. No other equity securities or derivative securities of the Issuer are beneficially owned by the Reporting Person as of the date hereof, except as previously reported on Form filed April 2, 2026.

Key Figures

ADS purchase April 28, 2026: 25,000 ADSs at $4.00 ADS purchase April 29, 2026: 10,618 ADSs at $4.00 Ordinary shares from ADS buys: 1,538,697,600 ordinary shares +3 more

6 metrics

ADS purchase April 28, 2026 25,000 ADSs at $4.00 Open-market purchase of SaverOne ADSs on April 28, 2026

ADS purchase April 29, 2026 10,618 ADSs at $4.00 Open-market purchase of SaverOne ADSs on April 29, 2026

Ordinary shares from ADS buys 1,538,697,600 ordinary shares Underlying shares represented by 35,618 ADSs at 43,200:1 ratio

Post-transaction holdings 12,212,683,200 ordinary shares VisionWave’s beneficial ownership following reported transactions

ADS ratio 1 ADS : 43,200 ordinary shares SaverOne ADS ratio effective February 25, 2026

Net buy shares 1,538,697,600 shares Net increase in ordinary shares from reported transactions

Key Terms

American Depositary Share, Section 16(a), Exchange Agreement, beneficial ownership, +1 more

5 terms

American Depositary Share financial

"The price reported is the price per American Depositary Share ("ADS") acquired in an open-market transaction"

An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.

Section 16(a) regulatory

"The Reporting Person is deemed a director of the Issuer under Section 16(a) by deputization"

Exchange Agreement financial

"serves on the Issuer's Board of Directors pursuant to rights granted under the Exchange Agreement dated January 26, 2026"

A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.

beneficial ownership financial

"Reflects beneficial ownership following the reported transactions"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

voting and dispositive power financial

"The Reporting Person has sole voting and dispositive power over these shares"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did VisionWave Holdings report for SaverOne (SVRE)?

VisionWave Holdings reported two open-market purchases of SaverOne American Depositary Shares. It bought 25,000 ADSs on April 28, 2026 and 10,618 ADSs on April 29, 2026, both at $4.00 per ADS, increasing its beneficial ownership stake.

How many SaverOne (SVRE) shares does VisionWave now beneficially own?

After the reported transactions, VisionWave beneficially owns 12,212,683,200 SaverOne ordinary shares. This figure reflects the ordinary shares represented by its ADS holdings and includes sole voting and dispositive power over these securities as described in the filing footnotes.

What is the ADS-to-ordinary share ratio for SaverOne (SVRE)?

Each SaverOne American Depositary Share represents 43,200 ordinary shares, based on the ADS ratio effective February 25, 2026. This ratio means relatively small ADS trades correspond to very large counts of underlying ordinary shares in the company’s capital structure.

At what price did VisionWave buy SaverOne (SVRE) ADSs?

VisionWave acquired both SaverOne ADS positions at $4.00 per ADS. It purchased 25,000 ADSs on April 28, 2026 and 10,618 ADSs on April 29, 2026 at that same price, as disclosed in the transaction details and accompanying footnote.

Why is VisionWave considered a director of SaverOne (SVRE)?

VisionWave is deemed a director under Section 16(a) by deputization because it designates and controls Douglas Davis, who serves on SaverOne’s Board. His board role arises from rights granted to VisionWave in an Exchange Agreement dated January 26, 2026.

Does VisionWave have control over the SaverOne (SVRE) shares it holds?

Yes. The filing states that VisionWave has sole voting and dispositive power over the SaverOne ordinary shares it beneficially owns. It also notes that no other equity or derivative securities are beneficially owned, except as previously reported in an earlier Form.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/06/2026 - 06:16 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

VisionWave Holdings, Inc.

(Last) (First) (Middle)

300 DELAWARE AVE.

SUITE 310 #301

(Street)

WILMINGTON DELAWARE 19801

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SaverOne 2014 Ltd. [ SVRE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	04/28/2026		P		1,080,000,000	A	$4(1)	11,753,985,600(2)	D
Ordinary Shares	04/29/2026		P		458,697,600	A	$4(1)	12,212,683,200(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported is the price per American Depositary Share ("ADS") acquired in an open-market transaction on The Nasdaq Stock Market LLC. Each ADS represents 43,200 ordinary shares of the Issuer pursuant to the ADS ratio effective February 25, 2026. The Reporting Person acquired 25,000 ADSs on April 28, 2026 at $4.00, and 10,618 ADSs on April 29, 2026 at $4.00, 1, resulting in the underlying ordinary shares reported.

2. The Reporting Person is deemed a director of the Issuer under Section 16(a) by deputization due to its designation and control over Douglas Davis, who serves on the Issuer's Board of Directors pursuant to rights granted under the Exchange Agreement dated January 26, 2026. Reflects beneficial ownership following the reported transactions. The Reporting Person has sole voting and dispositive power over these shares. No other equity securities or derivative securities of the Issuer are beneficially owned by the Reporting Person as of the date hereof, except as previously reported on Form filed April 2, 2026.

	/s/ Douglas Davis	05/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)