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Williger family clarifies G. Willi-Food (WILC) 60% control structure in 13D/A

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

G. Willi-Food International Ltd.’s controlling shareholders have updated their Schedule 13D to clarify the ownership structure behind their stake, with no change in beneficial ownership of the Ordinary Shares. Willi-Food Investments Ltd. directly owns 8,200,542 Ordinary Shares, representing about 58.97% of shares outstanding.

B.S.D Crown Ltd., as WIL’s majority owner, is deemed to beneficially own the same 8,200,542 shares. Through their interests in B.S.D and WIL and shares held by Zwi Williger, Joseph and Zwi Williger are each deemed to beneficially own 8,374,281 Ordinary Shares, or about 60.22% of the company, with shared voting and dispositive power.

Positive

  • None.

Negative

  • None.
Direct stake held by WIL 8,200,542 Ordinary Shares Owned directly by Willi-Food Investments Ltd., Item 5(a)
WIL ownership percentage 58.97% of Ordinary Shares Based on shares outstanding as of January 15, 2026
Beneficial ownership per Williger brother 8,374,281 Ordinary Shares Deemed beneficial ownership for each of Joseph and Zwi Williger
Williger brothers’ ownership percentage 60.22% of Ordinary Shares Beneficial stake per Joseph and Zwi Williger
Shares held via Zwi’s wholly owned company 173,739 Ordinary Shares Directly owned through a wholly owned company of Zwi Williger
Company shares outstanding 13,906,412 Ordinary Shares Outstanding as of January 15, 2026, as provided by issuer
beneficial owner financial
"WIL owns directly (and therefore is considered the beneficial owner of) 8,200,542 Ordinary Shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
shared voting power financial
"Thus, as of the date hereof, WIL may be deemed to have the shared power to vote"
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 power financial
"and the shared power to dispose of, or direct the disposition of, all such shares"
pecuniary interest financial
"Each Reporting Person disclaims beneficial ownership of any Ordinary Shares except to the extent of his or its pecuniary interest therein"
Section 13(d) of the Exchange Act regulatory
"for purposes of Section 13(d) of the Exchange Act or for any other purpose"
Joint Filing Agreement regulatory
"Joint Filing Agreement among the Reporting Persons (incorporated by reference to Amendment No. 31)"

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FAQ

What does the latest Schedule 13D/A say about G. Willi-Food (WILC) ownership?

The amendment explains that Willi-Food Investments Ltd. directly owns 8,200,542 Ordinary Shares, about 58.97% of G. Willi-Food’s stock. It clarifies the chain of ownership through B.S.D Crown Ltd. and the Williger family without changing reported beneficial ownership levels.

How much of G. Willi-Food (WILC) do Joseph and Zwi Williger beneficially own?

Joseph and Zwi Williger are each deemed to beneficially own 8,374,281 Ordinary Shares, or about 60.22% of G. Willi-Food. This total includes 8,200,542 shares held via Willi-Food Investments Ltd. and 173,739 shares held directly through a wholly owned company of Zwi Williger.

Did the Schedule 13D/A for G. Willi-Food (WILC) report any change in ownership?

The amendment explicitly states it is filed solely to provide more disclosure on the ownership structure and shareholders of B.S.D Crown Ltd. It does not reflect any change in beneficial ownership of G. Willi-Food’s Ordinary Shares by any of the reporting persons.

Who are the main entities controlling G. Willi-Food (WILC) according to the filing?

Willi-Food Investments Ltd. acts as a holding company and directly owns 8,200,542 Ordinary Shares. B.S.D Crown Ltd. is WIL’s majority shareholder and, through this control, is deemed to beneficially own the same stake, giving them shared voting and dispositive power over these shares.

What percentage of G. Willi-Food (WILC) is outstanding and used for ownership calculations?

Ownership percentages are calculated based on 13,906,412 Ordinary Shares outstanding as of January 15, 2026. Using this base, Willi-Food Investments Ltd. and B.S.D Crown Ltd. each reflect about 58.97% ownership, while Joseph and Zwi Williger each reflect about 60.22% beneficial ownership.

Did the G. Willi-Food (WILC) reporting persons disclose recent share transactions?

The reporting persons state that, to their best knowledge, neither they nor the other listed individuals have engaged in any transactions in G. Willi-Food Ordinary Shares during the past 60 days. This supports that the amendment is informational rather than transaction-driven.





M52523103

(CUSIP Number)
Yitschak Barabi
4 Nahal Harif St., Yavne 81224, Israel,
Yavne, L3, 81224
972-8-932-1000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
05/28/2026

(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




Comment for Type of Reporting Person:
Rows (8) (10) and (11): Consists of (i) 8,200,542 Ordinary Shares held directly by Willi-Food Investments Ltd. and (ii) 173,739 Ordinary Shares held directly by Zwi Williger ("ZW"). JW and ZW disclaim the existence of any group for purposes of Section 13(d) of the Exchange Act. See Item 5. The beneficial ownership of the Ordinary Shares is further described in Item 5. Row (13): Based on 13,906,412 Ordinary Shares outstanding as of January 15, 2026 (as provided by the Issuer).


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows (8) (10) and (11): Consists of (i) 8,200,542 Ordinary Shares held directly by Willi-Food Investments Ltd. and (ii) 173,739 Ordinary Shares held directly by Zwi Williger ("ZW"). JW and ZW disclaim the existence of any group for purposes of Section 13(d) of the Exchange Act. See Item 5. The beneficial ownership of the Ordinary Shares is further described in Item 5. Row (13): Based on 13,906,412 Ordinary Shares outstanding as of January 15, 2026 (as provided by the Issuer).


SCHEDULE 13D




Comment for Type of Reporting Person:
Rows (8) (10) and (11): Consists of 8,200,542 Ordinary Shares held directly by Willi-Food Investments Ltd. Row (13): Based on 13,906,412 Ordinary Shares outstanding as of January 15, 2026 (as provided by the Issuer).


SCHEDULE 13D




Comment for Type of Reporting Person:
Row (13): Based on 13,906,412 Ordinary Shares outstanding as of January 15, 2026 (as provided by the Issuer). The beneficial ownership of the Ordinary Shares is further described in Item 5.


SCHEDULE 13D


Joseph Williger
Signature:/s/ Joseph Williger
Name/Title:Joseph Williger
Date:05/28/2026
Zwi Williger
Signature:/s/ Zwi Williger
Name/Title:Zwi Williger
Date:05/28/2026
B.S.D Crown LTD.
Signature:/s/ Joseph Williger
Name/Title:Joseph Williger, DIRECTOR
Date:05/28/2026
Willi-Food Investments Ltd
Signature:/s/ Yitschak Barabi
Name/Title:Yitschak Barabi, CEO
Date:05/28/2026