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Tower Semiconductor Ltd. is the issuer whose ordinary shares Clal Insurance Enterprises Holdings Ltd. reports as an aggregate beneficial-ownership amount of 6,331,544 shares, or 5.6% of the class. Clal states that the reported amount is not an admission that it beneficially owns more than 85,519 shares.
Of the reported amount, 85,519 shares are held for Clal’s own account and 6,246,025 are held for members of the public through, among others, provident funds, pension funds and insurance policies managed by subsidiaries that make independent voting and investment decisions.
Key Figures
Reported aggregate beneficial-ownership amount:6,331,544 ordinary sharesPercent of class:5.6%Shares held for Clal's own account:85,519 ordinary shares+2 more
Percent of class5.6%Based on 113,517,666 ordinary shares issued and outstanding as of September 30, 2026
Shares held for Clal's own account85,519 ordinary sharesPart of the reported aggregate amount
Shares held for members of the public6,246,025 ordinary sharesHeld through, among others, provident funds, pension funds and insurance policies managed by subsidiaries
Ordinary shares issued and outstanding113,517,666 sharesAs of September 30, 2026
Key Terms
beneficially owned, Shared Voting Power, Shared Dispositive Power
3 terms
beneficially ownedregulatory
"6,331,544 Ordinary Shares reported in this Statement as beneficially owned"
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.
Shared Voting Powerregulatory
"Shared Voting Power 6,331,544.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
Shared Dispositive Powerregulatory
"Shared Dispositive Power 6,331,544.00"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many TSEM shares does Clal report?
Clal Insurance Enterprises Holdings Ltd. reports an aggregate beneficial-ownership amount of 6,331,544 ordinary shares, or 5.6% of the class. Clal states that this is not an admission that it beneficially owns more than 85,519 shares.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
TOWER SEMICONDUCTOR LTD
(Name of Issuer)
Ordinary Shares, par value NIS 15.00 per share
(Title of Class of Securities)
M87915274
(CUSIP Number)
11/02/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
M87915274
1
Names of Reporting Persons
Clal Insurance Enterprises 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
6,331,544.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
6,331,544.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,331,544.00
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)
5.6 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: With regard to Rows (6), (8) and (9), please see Item 4.
Row (11) is based on 113,517,666 Ordinary Shares issued and outstanding as of September 30, 2026 (as reported by the Issuer in Exhibit 99.1 to its Report on Form 6-K filed with the Securities and Exchange Commission on October 13, 2026).
Address or principal business office or, if none, residence:
36 Raul Walenberg St., Tel Aviv 66180, Israel
(c)
Citizenship:
Israel
(d)
Title of class of securities:
Ordinary Shares, par value NIS 15.00 per share
(e)
CUSIP Number(s):
M87915274
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:
Of the 6,331,544 Ordinary Shares reported in this Statement as beneficially owned by the Reporting Person, (i) 85,519 Ordinary Shares are beneficially held for its own account; and (ii) 6,246,025 Ordinary Shares are held for members of the public through, among others, provident funds and/or pension funds and/or insurance policies, which are managed by subsidiaries of Clal, which subsidiaries operate under independent management and make independent voting and investment decisions. Consequently, this Statement shall not be construed as an admission by Clal, that it is the beneficial owner of more than 85,519 Ordinary Shares covered by this Statement.
(b)
Percent of class:
See Row (11) of the cover page of the Reporting Person above.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
See Row (6) of the cover page of the Reporting Person above and note in Item 4 above.
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
See Row (8) of the cover page of the Reporting Person above and note in Item 4 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.
