Migdal Insurance discloses 5.37% Teva (TEVA) stake across managed funds

Rhea-AI Filing Summary

Migdal Insurance & Financial Holdings Ltd. filed a Schedule 13G reporting beneficial ownership of 61,689,363 Teva Pharmaceutical Industries Ltd. ordinary shares, representing 5.37% of the class, based on 1,149,812,898 shares outstanding as of December 31, 2025.

The shares are held through various Migdal subsidiaries that manage insurance, pension, provident, mutual fund and portfolio accounts, each under independent management. As of January 20, 2026, the filing lists 107,000 shares held by Migdal Insurance Company Ltd., 53,935,231 shares by Migdal Sal Domestic Equities, and 7,647,132 shares by Migdal Mutual Funds Ltd.

The filing emphasizes that these securities are not held to change or influence control of Teva and that Migdal and its subsidiaries disclaim beneficial ownership beyond their actual economic interest.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Teva Pharmaceutical Industries Ltd

(Name of Issuer)

Ordinary Shares, par value NIS 0.01 per share

(Title of Class of Securities)

881624209

(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. 881624209

1

Names of Reporting Persons

Migdal Insurance & Financial Holdings 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 0.00
6	Shared Voting Power 61,689,363.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 61,689,363.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

61,689,363.00

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)

5.37 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: With regard to rows (6), (8), (9) and (11), the beneficial ownership of the securities reported herein is described in Item 4(a). Row (11) is based on 1,149,812,898 Ordinary Shares outstanding as of December 31, 2025 (as reported by the Issuer in its Report on Form 10-K filed with the Securities and Exchange Commission on February 03, 2026).

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Teva Pharmaceutical Industries Ltd
(b)	Address of issuer's principal executive offices: 124 Dvora HaNevi'a St., Tel Aviv, Israel, 6944020
Item 2.
(a)	Name of person filing: Migdal Insurance & Financial Holdings Ltd. The securities reported herein are beneficially owned by various direct or indirect, majority or wholly-owned subsidiaries of Migdal Insurance & Financial Holdings Ltd. (the "Subsidiaries"), such as Migdal Insurance Company Ltd., Migdal Sal Domestic Equities, Migdal Makefet Pension & Provident Funds Ltd., and Migdal Mutual Funds Ltd.. The Subsidiaries manage their own funds and/or the funds of others, including for holders of various insurance policies, members of pension or provident funds, unit holders of mutual funds, portfolio management clients and their nostro accounts. Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions.
(b)	Address or principal business office or, if none, residence: Migdal Insurance & Financial Holdings Ltd. - 4 Efal Street; P.O. Box 3063; Petach Tikva 49512, Israel.
(c)	Citizenship: Migdal Insurance & Financial Holdings Ltd. - Israel.
(d)	Title of class of securities: Ordinary Shares, par value NIS 0.01 per share
(e)	CUSIP No.: 881624209
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: See row 9 of cover page of each reporting person. Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission by either the Filing Persons or Subsidiaries that a group exists for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose, and each reporting person disclaims the existence of any such group. The economic interest or beneficial ownership in a portion of the securities covered by this Statement (including the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities) is held for the benefit of insurance policy holders, the owners of portfolio accounts, or the members of the provident funds or pension funds, as the case may be. In addition, each of the Filing Persons and Subsidiaries disclaims any beneficial ownership of the securities covered by this report in excess of their actual pecuniary interest therein. This Statement shall not be construed as an admission by the Filing Persons or Subsidiaries that they are the beneficial owners of any of the Ordinary Shares covered by this Statement. As of January 20, 2026, the securities reported herein were held as follows: - 107,000 ordinary shares (representing 0.01% of the total ordinary shares outstanding) beneficially owned by Migdal Insurance Company Ltd.; - 53,935,231 ordinary shares (representing 4.69% of the total ordinary shares outstanding) beneficially owned by Migdal Sal Domestic Equities; - 7,647,132 ordinary shares (representing 0.67% of the total ordinary shares outstanding) beneficially owned by Migdal Mutual Funds Ltd..
(b)	Percent of class: See row 11 of cover page of each reporting person
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See row 5 of cover page of each reporting person
	(ii) Shared power to vote or to direct the vote: See row 6 of cover page of each reporting person and note in Item 4(a) above
	(iii) Sole power to dispose or to direct the disposition of: See row 7 of cover page of each reporting person
	(iv) Shared power to dispose or to direct the disposition of: See row 8 of cover page of each reporting person and note in Item 4(a) above
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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.

Migdal Insurance & Financial Holdings Ltd

Signature:	/s/ Menashe Debby
Name/Title:	Menashe Debby / Investment Accountant
Date:	02/16/2026

Signature:	/s/ Itay Yanay
Name/Title:	Itay Yanay / CFO
Date:	02/16/2026

FAQ

What stake in Teva (TEVA) does Migdal Insurance & Financial Holdings report?

Migdal reports beneficial ownership of 61,689,363 Teva ordinary shares, equal to 5.37% of the class, based on 1,149,812,898 shares outstanding as of December 31, 2025. This positions Migdal as a significant institutional shareholder in Teva.

How are Migdal’s Teva (TEVA) shares distributed among its subsidiaries?

As of January 20, 2026, Migdal’s filing shows 107,000 shares held by Migdal Insurance Company Ltd., 53,935,231 shares by Migdal Sal Domestic Equities, and 7,647,132 shares by Migdal Mutual Funds Ltd., reflecting holdings across several managed insurance and investment vehicles.

Does Migdal intend to influence control of Teva (TEVA) with this ownership?

Migdal certifies that the Teva shares were not acquired and are not held for the purpose of changing or influencing control of Teva. The filing states they are not held in connection with any control-related transaction, aside from possible nomination activities under specific proxy rules.

What type of filing did Migdal submit regarding Teva (TEVA)?

Migdal submitted a Schedule 13G, which is a beneficial ownership report for investors holding more than 5% of a company’s shares without seeking control. It discloses Migdal’s share count, percentage of Teva’s ordinary shares, and how these holdings are structured across subsidiaries.

On what date is Migdal’s ownership percentage in Teva (TEVA) calculated?

Migdal’s 5.37% ownership figure is calculated using 1,149,812,898 Teva ordinary shares outstanding as of December 31, 2025, a figure reported by Teva in its Form 10-K. The subsidiary-level share breakdown is stated as of January 20, 2026.

Who ultimately benefits from Migdal’s Teva (TEVA) shareholdings?

The filing explains that economic interests in the Teva shares are held for insurance policyholders, pension and provident fund members, mutual fund unitholders, and portfolio clients. Migdal and its subsidiaries also state they disclaim beneficial ownership beyond their actual pecuniary interest in these securities.