Wearable Devices Ltd. (WLDS) large holders cut stake after 162,000-share sale

Rhea-AI Filing Summary

An amended Schedule 13D for Wearable Devices Ltd. reports that reporting persons led by J.B.D Innovation Ltd. and Victor Tshuva & Co. – Law Offices sold an aggregate 162,000 Ordinary Shares on July 27, 2026 in open market transactions.

After these sales, the group reports beneficial ownership of 381,361 Ordinary Shares, representing 17.42% of Wearable Devices’ outstanding share capital, based on 2,189,469 shares outstanding as of June 17, 2026. J.B.D holds sole dispositive power over 315,361 shares (about 14.40%), while Victor Tshuva & Co. holds sole dispositive power over 66,000 shares (about 3.01%). The July 27, 2026 sale was executed at a weighted average price of approximately $3.812 per share, for aggregate gross proceeds of about $617,544 before costs.

Filing Explained

A pending 66,000-share transfer temporarily gives Victor Tshuva & Co. voting instructions over those shares before completion.

The amendment adds a current ownership mechanic: J.B.D Innovation and Victor Tshuva & Co. agreed to act in concert, while the transfer of 66,000 Ordinary Shares to Victor Tshuva & Co. is still being effected.

Until that transfer is completed, J.B.D. has agreed to vote those shares according to Victor Tshuva & Co.’s instructions.

The filing reports shared voting power over 381,361 Ordinary Shares, with sole dispositive power split between J.B.D. and Victor Tshuva & Co.; the arrangement coordinates their voting rights before the stated transfer is complete.

Completion of the 66,000-share transfer is the specific milestone that would end this interim voting instruction.

Key Figures

Shares outstanding: 2,189,469 Ordinary Shares Shares beneficially owned: 381,361 Ordinary Shares Ownership percentage: 17.42% +5 more

8 metrics

Shares outstanding 2,189,469 Ordinary Shares Outstanding as of June 17, 2026, used as ownership base

Shares beneficially owned 381,361 Ordinary Shares Aggregate beneficial ownership reported by the group

Ownership percentage 17.42% Portion of outstanding Ordinary Shares beneficially owned

J.B.D sole dispositive shares 315,361 Ordinary Shares J.B.D Innovation Ltd. sole dispositive power, about 14.40% of class

Victor Tshuva & Co. dispositive shares 66,000 Ordinary Shares Victor Tshuva & Co. sole dispositive power, about 3.01% of class

Shares sold 162,000 Ordinary Shares Disposed of by J.B.D on July 27, 2026 in open market transactions

Weighted average sale price $3.812 per share Average price for the 162,000 Ordinary Shares sold

Gross sale proceeds $617,544 Approximate aggregate gross proceeds before commissions and costs

Key Terms

beneficial owner, shared voting power, dispositive power, Schedule 13(d), +2 more

6 terms

beneficial owner regulatory

"may be deemed a beneficial owner of any Ordinary Shares beneficially owned by J.B.D"

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 regulatory

"a shared voting power over 381,361 Ordinary Shares, representing in the aggregate approximately 17.42%"

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.

dispositive power regulatory

"has the sole dispositive power over 315,361 Ordinary Shares, representing in the aggregate approximately 14.40%"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

Schedule 13(d) regulatory

"for purposes of Section 13(d) of the Securities Exchange Act of 1934"

pecuniary interest regulatory

"disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest"

open market transactions financial

"disposed of 162,000 Ordinary Shares in open market transactions at a weighted average sale price"

Open market transactions are the buying and selling of a company’s shares or other securities conducted on public exchanges or through the wider market rather than through private deals or negotiated placements. They matter to investors because these trades change supply and demand in real time—like shoppers affecting a store’s inventory—and so can move prices, signal management or investor sentiment, affect liquidity, and alter ownership stakes that influence future returns and risk.

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

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Available on EDGAR 07/29/2026 - 04:05 PM Accepted by SEC EDGAR 07/29/2026 - 04:05 PM Learn about SEC filing dates

FAQ

What change in ownership of WLDS did J.B.D Innovation Ltd. report?

J.B.D Innovation Ltd. reported selling 162,000 Ordinary Shares of Wearable Devices Ltd. on July 27, 2026. After this sale, it has sole dispositive power over 315,361 shares, representing about 14.40% of the company’s outstanding Ordinary Shares.

What is the total WLDS stake now reported by the Schedule 13D group?

The reporting persons now report beneficial ownership of 381,361 Ordinary Shares of Wearable Devices Ltd. This represents approximately 17.42% of the company’s outstanding Ordinary Shares, based on 2,189,469 shares outstanding as of June 17, 2026.

At what price were the 162,000 WLDS shares sold and for what proceeds?

On July 27, 2026, J.B.D sold 162,000 Ordinary Shares of WLDS at a weighted average price of about $3.812 per share. The transactions generated aggregate gross proceeds of approximately $617,544, before brokerage commissions and other transaction costs.

How many WLDS shares does Victor Tshuva & Co. control under the amended filing?

Victor Tshuva & Co. has sole dispositive power over 66,000 Ordinary Shares of Wearable Devices Ltd. This stake represents about 3.01% of the issuer’s outstanding share capital, and shares a reported voting power over 381,361 shares with the other reporting persons.

What is the relationship between Nissim Daniel, J.B.D, and WLDS shares?

Nissim Daniel does not directly own WLDS shares but is sole owner, director, and CEO of J.B.D Innovation Ltd.. Because J.B.D beneficially owns 315,361 Ordinary Shares, Daniel may be deemed a beneficial owner of those shares through his control of J.B.D.

How many WLDS shares are outstanding and how is the percentage ownership calculated?

Percentage ownership figures use a base of 2,189,469 Ordinary Shares of Wearable Devices Ltd. outstanding as of June 17, 2026. The reported 381,361 shares beneficially owned correspond to about 17.42% of this outstanding share count.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Wearable Devices Ltd.

(Name of Issuer)

Ordinary shares, no par value per share

(Title of Class of Securities)

M97838409

(CUSIP Number)

Nissim Daniel
5 Ha'Rav Levin Street,
Ramat Gan, L3, 5226039
972-54-232-1222

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

07/27/2026

(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): M97838409

1

Name of reporting person

J.B.D Innovation Ltd.

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)

WC

5

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

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 381,361.00
9	Sole Dispositive Power 315,361.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

381,361.00

12

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

13

Percent of class represented by amount in Row (11)

17.42 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) Based on a total of 2,189,469 ordinary shares, no par value per share, of Wearable Devices Ltd. (the "Ordinary Shares" and the "Issuer", respectively) outstanding as of June 17, 2026 (as reported in the Issuer's Report on Form 6-K filed with the Securities and Exchange Commission on June 17, 2026).

SCHEDULE 13D

CUSIP Number(s): M97838409

1

Name of reporting person

Nissim Daniel

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)

AF

5

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

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 381,361.00
9	Sole Dispositive Power 315,361.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

381,361.00

12

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

13

Percent of class represented by amount in Row (11)

17.42 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) Nissim Daniel is the sole owner, the sole director and the Chief Executive Officer of J.B.D Innovation Ltd. ("J.B.D"). (2) Based on a total of 2,189,469 Ordinary Shares outstanding as of June 17, 2026 (as reported in the Issuer's Report on Form 6-K filed with the Securities and Exchange Commission on June 17, 2026).

SCHEDULE 13D

CUSIP Number(s): M97838409

1

Name of reporting person

Victor Tshuva & Co. - Law Offices

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)

WC

5

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

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 381,361.00
9	Sole Dispositive Power 66,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

381,361.00

12

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

13

Percent of class represented by amount in Row (11)

17.42 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) Based on a total of 2,189,469 Ordinary Shares outstanding as of June 17, 2026 (as reported in the Issuer's Report on Form 6-K filed with the Securities and Exchange Commission on June 17, 2026).

SCHEDULE 13D

CUSIP Number(s): M97838409

1

Name of reporting person

Victor Tshuva

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)

AF

5

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

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 381,361.00
9	Sole Dispositive Power 66,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

381,361.00

12

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

13

Percent of class represented by amount in Row (11)

17.42 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) Victor Tshuva is the sole owner and the Chief Executive Officer of Victor Tshuva & Co. - Law Offices ("Victor Tshuva & Co."). (2) Based on a total of 2,189,469 Ordinary Shares outstanding as of June 17, 2026 (as reported in the Issuer's Report on Form 6-K filed with the Securities and Exchange Commission on June 17, 2026).

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary shares, no par value per share
(b)	Name of Issuer: Wearable Devices Ltd.
(c)	Address of Issuer's Principal Executive Offices: 5 HA-TNUFA ST., YOKNE'AM ILLIT, ISRAEL , 2066736.
Item 1 Comment: The following constitutes Amendment No. 1 ("Amendment No. 1") to the Schedule 13D previously filed by the undersigned on July 27, 2026 (as amended, the "Schedule 13D"). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Each capitalized term used and not defined herein shall have the meaning assigned to such term in the Schedule 13D. Except as provided herein, each Item of the Schedule 13D remains unchanged. The Reporting Persons are filing this Amendment No. 1 to report certain changes in their beneficial ownership of Ordinary Shares of the Issuer as a result of the sale of an aggregate 162,000 Ordinary Shares of the Issuer.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The information included herein is based on a total of 2,189,469 Ordinary Shares outstanding as of June 17, 2026 (as reported in the Issuer's Report on Form 6-K filed with the Securities and Exchange Commission on June 17, 2026). J.B.D has the sole dispositive power over 315,361 Ordinary Shares, representing in the aggregate approximately 14.40% of the outstanding share capital of the Issuer, and a shared voting power over 381,361 Ordinary Shares, representing in the aggregate approximately 17.42% of the outstanding share capital of the Issuer. Nissim Daniel does not directly own any Ordinary Shares. Mr. Daniel, as the sole owner and director of J.B.D, may be deemed a beneficial owner of any Ordinary Shares beneficially owned by J.B.D. Victor Tshuva & Co. has the sole dispositive over 66,000 Ordinary Shares, representing approximately 3.01% of the outstanding share capital of the Issuer, and a shared voting power over 381,361 Ordinary Shares, representing in the aggregate approximately 17.42% of the outstanding share capital of the Issuer. Pursuant to the Agreement, J.B.D and Victor Tshuva & Co. agreed to act in concert with respect to their holdings of Ordinary Shares of the Issuer, and, until the transfer of 66,000 Ordinary Shares to Victor Tshuva & Co. is completed, J.B.D has agreed to vote such shares in accordance with the instructions of Victor Tshuva & Co. The acquisition of the 66,000 Ordinary Shares by Victor Tshuva & Co. is being effected pursuant to the Agreement, as described in Items 3 and 6 of this Schedule 13D. Victor Tshuva does not directly own any Ordinary Shares. Victor Tshuva is the sole owner and the Chief Executive Officer of Victor Tshuva & Co. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the beneficial owners of any securities of the Issuer he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The Reporting Persons may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that a group exists for purposes of Schedule 13(d) of the Exchange Act or for any other purpose, and each Reporting Person disclaims the existence of any such group.
(c)	Item 5(c) of the Schedule 13D is hereby amended to add the following at the end thereof: On July 27, 2026, J.B.D. disposed of 162,000 Ordinary Shares in open market transactions at a weighted average sale price of approximately $3.812 per share, for aggregate gross proceeds of approximately $617,544, before brokerage commissions and other transaction costs.

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.

J.B.D Innovation Ltd.

Signature:	/s/ Nissim Daniel
Name/Title:	Nissim Daniel/Chief Executive Officer
Date:	07/29/2026

Nissim Daniel

Signature:	/s/ Nissim Daniel
Name/Title:	Nissim Daniel
Date:	07/29/2026

Victor Tshuva & Co. - Law Offices

Signature:	/s/ Victor Tshuva
Name/Title:	Victor Tshuva/Chief Executive Officer
Date:	07/29/2026

Victor Tshuva

Signature:	/s/ Victor Tshuva
Name/Title:	Victor Tshuva
Date:	07/29/2026