VisionWave boosts SaverOne stake to 30.26%

VisionWave Holdings Inc. has updated its ownership in SaverOne 2014 Ltd., reporting beneficial ownership of 12,212,683,200 Ordinary Shares, representing 30.26% of the class.

Rhea-AI Filing Summary

VisionWave Holdings Inc. has updated its ownership in SaverOne 2014 Ltd., reporting beneficial ownership of 12,212,683,200 Ordinary Shares, representing 30.26% of the class. VisionWave recently bought 134,117 American Depositary Shares for about $460,668, adding 5,793,854,400 Ordinary Shares. The purchases were funded from working capital and are described as for investment and strategic purposes. VisionWave also holds certain rights, including potential board designation and milestone-based additional acquisitions, under an Exchange Agreement with SaverOne.

Insights

Equity ownership & governance analyst

VisionWave now holds a 30.26% strategic stake in SaverOne.

VisionWave Holdings reports beneficial ownership of 12,212,683,200 SaverOne Ordinary Shares, equal to 30.26% of the class. This follows open-market purchases of 134,117 ADSs for about $460,668, adding 5,793,854,400 Ordinary Shares funded from working capital.

The filing characterizes the stake as for investment and strategic purposes and notes an Exchange Agreement granting potential board designation and milestone-based acquisition rights. Such rights can influence SaverOne’s governance and future capital structure, depending on how VisionWave uses them.

The report states VisionWave may buy more Ordinary Shares or ADSs on the market or privately, subject to market conditions and laws. Future company filings may clarify how any board designation rights or milestone mechanisms are exercised under the agreement.

Key Figures

Beneficial ownership: 12,212,683,200 Ordinary Shares Ownership percentage: 30.26% of class Recent ADS purchases: 134,117 ADSs +4 more

7 metrics

Beneficial ownership 12,212,683,200 Ordinary Shares Beneficially owned by VisionWave Holdings

Ownership percentage 30.26% of class Percent of SaverOne Ordinary Shares class

Recent ADS purchases 134,117 ADSs Acquired on Nasdaq between March 30 and April 29, 2026

Purchase price $460,668 Aggregate price for 134,117 ADSs, excluding commissions

ADS-to-share ratio 43,200 Ordinary Shares per ADS ADS ratio effective February 25, 2026

Additional Ordinary Shares from ADSs 5,793,854,400 shares Ordinary Shares underlying newly acquired ADSs

Sole voting power 12,212,683,200 shares Sole voting power reported by VisionWave

Key Terms

American Depositary Shares, beneficially owned, sole dispositive power, Exchange Agreement, +1 more

5 terms

American Depositary Shares financial

"acquired an aggregate of 134,117 American Depositary Shares ("ADSs") of the Issuer"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 12,212,683,200.00"

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.

sole dispositive power financial

"Sole Dispositive Power 12,212,683,200.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Exchange Agreement financial

"Pursuant to the Exchange Agreement, VisionWave has certain rights including potential board designation rights"

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.

board designation rights financial

"has certain rights including potential board designation rights and milestone-based additional acquisitions"

FAQ

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

How large is VisionWave Holdings’ stake in SaverOne (SVRE) after this amendment?

VisionWave Holdings reports beneficial ownership of 12,212,683,200 Ordinary Shares of SaverOne, representing 30.26% of the outstanding class. This sizeable stake gives VisionWave significant influence over SaverOne’s equity base and is disclosed in the updated Schedule 13D/A filing.

What additional SaverOne (SVRE) shares did VisionWave recently acquire?

Between March 30 and April 29, 2026, VisionWave acquired 134,117 American Depositary Shares of SaverOne in open-market Nasdaq trades. At 43,200 Ordinary Shares per ADS, these purchases added 5,793,854,400 Ordinary Shares, funded from VisionWave’s working capital, to its existing position.

How much did VisionWave pay for its latest SaverOne (SVRE) ADS purchases?

VisionWave paid an aggregate purchase price of approximately $460,668 for 134,117 SaverOne American Depositary Shares, excluding commissions. These open-market transactions on Nasdaq increased VisionWave’s total beneficial ownership and are described as being made for investment and strategic purposes.

What rights does VisionWave have under its Exchange Agreement with SaverOne (SVRE)?

Under an Exchange Agreement dated January 26, 2026, VisionWave has certain rights, including potential board designation rights and milestone-based additional acquisitions. The agreement, filed as an exhibit, outlines how VisionWave’s relationship with SaverOne and future share acquisitions may be structured.

Does VisionWave plan further purchases of SaverOne (SVRE) shares or ADSs?

The filing states VisionWave may from time to time acquire additional Ordinary Shares or ADSs of SaverOne in open-market or private transactions. Any future purchases would depend on market conditions, applicable securities laws, and other considerations noted by the reporting person.

What is VisionWave Holdings’ business focus as it invests in SaverOne (SVRE)?

VisionWave Holdings is described as a Nasdaq-listed holding company developing dual-market autonomous systems using AI-driven, RF-based sensing and computational acceleration. Its technologies target defense, homeland security, and commercial infrastructure applications, aligning defense innovation with civilian progress across air, land, and sea.

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

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Accepted by SEC EDGAR 05/06/2026 - 06:15 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

SaverOne 2014 Ltd.

(Name of Issuer)

Ordinary Shares, NIS 0.01 par value (underlying American Depositary Shares)

(Title of Class of Securities)

80516T600

(CUSIP Number)

VisionWave Holdings Inc.
300 Delaware Ave., Suite 210 # 301
Wilmington, DE, 19801
(302) 305-4790

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/11/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 80516T600

1

Name of reporting person

VisionWave Holdings, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 12,212,683,200.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 12,212,683,200.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

12,212,683,200.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

30.26 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, NIS 0.01 par value (underlying American Depositary Shares)
(b)	Name of Issuer: SaverOne 2014 Ltd.
(c)	Address of Issuer's Principal Executive Offices: Em Hamoshavot Road 94, POB 3644, Petah Tikva, ISRAEL , 4970602.
Item 1 Comment: This Schedule 13D relates to the ordinary shares, NIS 0.01 par value (the "Ordinary Shares"), of SaverOne 2014 Ltd., an Israeli company (the "Issuer"), whose American Depositary Shares trade on The Nasdaq Stock Market LLC under the symbol "SVRE." The principal executive offices of the Issuer are located at Em Hamoshavot Road 94, POB 3644, Petah Tikva, 4970602, Israel.
Item 2.	Identity and Background
(a)	The name of the person filing this statement is VisionWave Holdings, Inc., a Delaware corporation ("VisionWave" or the "Reporting Person").
(b)	The principal business address of VisionWave is 300 Delaware Ave., Suite 210 # 301, Wilmington, DE 19801; (302) 305-4790.
(c)	VisionWave is a Nasdaq-listed holding company engaged in developing dual-market autonomous systems platform company developing AI-driven, RF-based sensing, autonomy, and computational acceleration technologies for defense, homeland security, and commercial infrastructure applications. VisionWave's mission is to connect defense innovation with civilian progress through shared core technologies deployed across air, land, and sea.
(d)	During the last five years, VisionWave has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(e)	During the last five years, VisionWave has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Delaware, United States.
Item 3.	Source and Amount of Funds or Other Consideration
	In addition to the acquisitions described in the Original Schedule 13D and Amendment No. 1 and 2, 3 & 4 between March 30, 2026 and April 29, 2026, the Reporting Person acquired an aggregate of 134,117 American Depositary Shares ("ADSs") of the Issuer in open-market transactions on The Nasdaq Stock Market LLC for an aggregate purchase price of approximately $460,668 (exclusive of commissions). Each ADS represents 43,200 Ordinary Shares pursuant to the ADS ratio effective February 25, 2026. These transactions resulted in the acquisition of 5,793,854,400 additional Ordinary Shares. The funds used for these purchases were from the Reporting Person's working capital.
Item 4.	Purpose of Transaction
	The additional acquisitions described in Item 3 above were made for investment and strategic purposes consistent with those described in the Original Schedule 13D and Amendments No. 1, 2 & 3. The Reporting Person may from time to time acquire additional Ordinary Shares or ADSs of the Issuer in the open market or in privately negotiated transactions, subject to market conditions, applicable securities laws, and other considerations. Except as described herein or in the Original Schedule 13D and Amendment No. 1, the Reporting Person has no current plans or proposals that relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	See Rows 7-13 of the cover page.
(b)	See Rows 7-13 of the cover page.
(c)	Except for the acquisition described in Item 3, the Reporting Person has not effected any transactions in the Ordinary Shares during the past 60 days.
(d)	Not applicable.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Pursuant to the Exchange Agreement, VisionWave has certain rights including potential board designation rights and milestone-based additional acquisitions. The Exchange Agreement is filed as Exhibit 1 hereto and is incorporated by reference.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1: Exchange Agreement dated January 26, 2026, between VisionWave Holdings Inc. and SaverOne 2014 Ltd. (incorporated by reference to relevant SaverOne Form 6-K or as an attachment).

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.

VisionWave Holdings, Inc.

Signature:	/s/Douglas Davis
Name/Title:	Douglas Davis/CEO
Date:	05/06/2026