VisionWave now owns 28.43% of SaverOne

VisionWave Holdings Inc. has updated its ownership disclosure for SaverOne 2014 Ltd., reporting beneficial ownership of 10,673,985,600 Ordinary Shares, representing 28.43% of the class.

Rhea-AI Filing Summary

VisionWave Holdings Inc. has updated its ownership disclosure for SaverOne 2014 Ltd., reporting beneficial ownership of 10,673,985,600 Ordinary Shares, representing 28.43% of the class. Between March 30, 2026 and April 9, 2026, VisionWave bought 82,074 American Depositary Shares in open-market Nasdaq trades for about $271,807, adding 3,545,596,800 Ordinary Shares based on an ADS ratio of 43,200 Ordinary Shares per ADS.

The stake is held for investment and strategic purposes, and VisionWave indicates it may buy more Ordinary Shares or ADSs over time, subject to market conditions and laws. Under an Exchange Agreement with SaverOne, VisionWave has certain rights, including potential board designation rights and milestone-based additional acquisitions.

Insights

Equity ownership & governance analyst

VisionWave discloses a 28.43% strategic stake in SaverOne with added board-related rights.

VisionWave Holdings now reports beneficial ownership of 10,673,985,600 SaverOne Ordinary Shares, or 28.43% of the class. Recent open-market purchases of 82,074 ADSs on Nasdaq for about $271,807 expanded its position by 3,545,596,800 Ordinary Shares.

Each ADS represents 43,200 Ordinary Shares, so ADS trading is the practical route for increasing exposure. The filing states the stake is for investment and strategic purposes, which is common language for an active, but not necessarily controlling, shareholder in a dual-use technology company.

An existing Exchange Agreement gives VisionWave rights that include potential board designation and milestone-based additional acquisitions. The combination of a near-30% holding and governance rights can influence SaverOne’s strategic direction; the exact impact depends on future board designations and any further share accumulation disclosed in later filings.

Key Figures

Beneficial ownership: 10,673,985,600 Ordinary Shares Ownership percentage: 28.43% Recent ADS purchases: 82,074 ADSs +3 more

6 metrics

Beneficial ownership 10,673,985,600 Ordinary Shares Beneficially owned by VisionWave as reported

Ownership percentage 28.43% Percent of SaverOne Ordinary Share class

Recent ADS purchases 82,074 ADSs Bought between March 30, 2026 and April 9, 2026

Aggregate ADS purchase price $271,807 Consideration for 82,074 ADSs, excluding commissions

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

Ordinary Shares from recent ADS buys 3,545,596,800 Ordinary Shares Resulting from 82,074 ADS acquisitions

Key Terms

American Depositary Shares, beneficially owned, sole voting power, sole dispositive power, +2 more

6 terms

American Depositary Shares financial

"acquired an aggregate of 82,074 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

"11Aggregate amount beneficially owned by each reporting person 10,673,985,600.00"

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 voting power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 10,673,985,600.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power financial

"9 | Sole Dispositive Power 10,673,985,600.00"

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.

Schedule 13D financial

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

FAQ

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

How much of SaverOne (SVRE) does VisionWave now beneficially own?

VisionWave reports beneficial ownership of 10,673,985,600 SaverOne Ordinary Shares, representing 28.43% of the outstanding class. This sizable stake positions VisionWave as a major shareholder with potential influence on corporate decisions, subject to its rights under the Exchange Agreement.

What recent purchases of SaverOne (SVRE) did VisionWave disclose?

VisionWave disclosed buying 82,074 American Depositary Shares (ADSs) of SaverOne between March 30 and April 9, 2026. These open-market Nasdaq purchases totaled about $271,807 and correspond to 3,545,596,800 Ordinary Shares based on the stated ADS ratio.

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

Each SaverOne American Depositary Share represents 43,200 Ordinary Shares, according to the disclosure. VisionWave’s 82,074 ADS purchases therefore equate to 3,545,596,800 additional Ordinary Shares, helping explain how its beneficial ownership reached 10,673,985,600 Ordinary Shares overall.

Why is VisionWave increasing its stake in SaverOne (SVRE)?

VisionWave states the additional acquisitions were made for investment and strategic purposes, consistent with earlier disclosures. The company may continue buying Ordinary Shares or ADSs in open-market or private transactions, subject to market conditions, securities laws, and other internal considerations.

What special rights does VisionWave have under its Exchange Agreement with SaverOne?

The Exchange Agreement grants VisionWave certain rights, including potential board designation rights and milestone-based additional acquisitions. This means VisionWave may nominate board members and obtain more shares if specified milestones are met, potentially strengthening its strategic influence at SaverOne.

Has VisionWave engaged in other SaverOne (SVRE) trades recently?

Aside from the March 30 to April 9, 2026 ADS purchases, VisionWave states it has not effected other transactions in SaverOne Ordinary Shares during the past 60 days. Earlier acquisitions are covered in its original Schedule 13D and prior amendments.

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

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Accepted by SEC EDGAR 04/15/2026 - 04:14 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

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 10,673,985,600.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 10,673,985,600.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

10,673,985,600.00

12

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

13

Percent of class represented by amount in Row (11)

28.43 %

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, between March 30, 2026 and April 9, 2026, the Reporting Person acquired an aggregate of 82,074 American Depositary Shares ("ADSs") of the Issuer in open-market transactions on The Nasdaq Stock Market LLC for an aggregate purchase price of approximately $271,807 (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 3,545,596,800 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 Amendment No. 1. 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:	04/15/2026