View:
Download DOC
Download PDF
Download XLS
FORM schedule-13d
 
 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*


 
OTONOMO TECHNOLOGIES LTD.
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
M7571L103
(CUSIP Number)
Fred P. Boy, Esq.
Lehman & Eilen LLP
50 Charles Lindbergh Boulevard
Suite 505
Uniondale, New York 11553
5162220888
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
August 8 , 2022
(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. [   ]
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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).
 
 
 
CUSIP No. M7571L103
  (1)   

Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons (Entities Only)

 

    Mithaq Capital SPC

    00-0000000
  (2)  
Check the Appropriate Box if a Member of a Group (See Instructions)
  (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

 

    Cayman Islands

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

    (7)    

Sole Voting Power

 

    33,310,690
   (8)   

Shared Voting Power

 

    0
   (9)   

Sole Dispositive Power

 

    33,310,690
   (10)   

Shared Dispositive Power

 

    0

(11)

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    33,310,690

(12)

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  [   ]

(13)

  

Percent of Class Represented by Amount in Row (9)

 

    24%

(14)

  

Type of Reporting Person (See Instructions)

 

    CO

CUSIP No. M7571L103
  (1)   

Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons (Entities Only)

 

    Turki Saleh A. AlRajhi

    
  (2)  
Check the Appropriate Box if a Member of a Group (See Instructions)
  (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

 

    Saudi Arabia

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

    (7)    

Sole Voting Power

 

    0
   (8)   

Shared Voting Power

 

    33,310,690
   (9)   

Sole Dispositive Power

 

    0
   (10)   

Shared Dispositive Power

 

    33,310,690

(11)

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    33,310,690

(12)

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  [   ]

(13)

  

Percent of Class Represented by Amount in Row (9)

 

    24%

(14)

  

Type of Reporting Person (See Instructions)

 

    IN

CUSIP No. M7571L103
  (1)   

Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons (Entities Only)

 

    Muhammad Asif Seemab

    
  (2)  
Check the Appropriate Box if a Member of a Group (See Instructions)
  (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

 

    Pakistan

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

    (7)    

Sole Voting Power

 

    0
   (8)   

Shared Voting Power

 

    33,310,690
   (9)   

Sole Dispositive Power

 

    0
   (10)   

Shared Dispositive Power

 

    33,310,690

(11)

  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    33,310,690

(12)

  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  [   ]

(13)

  

Percent of Class Represented by Amount in Row (9)

 

    24%

(14)

  

Type of Reporting Person (See Instructions)

 

    IN

Item 1. Security and Issuer
This Amendment No. 1 amends the Schedule 13D filed on July 25, 2022 (the "Original Schedule 13D"). This statement of beneficial ownership on Schedule 13D relates to the Ordinary Shares of Otonomo Technologies Ltd., located at 16 Abba Eban Blvd., Herzliya Pituach 467256, Israel. Unless specifically amended hereby, the disclosures and statements set forth in the Original Schedule 13D remain unchanged. Capitalized terms used but not otherwise defined herein have the meanings given to them in the Original Schedule 13D. The purpose of this Amendment No. 1 is to report the purchase of 5,000,000 additional Ordinary Shares in open market purchases on August 8 and 9, 2022.
Item 3. Source and Amount of Funds or Other Consideration
Mithaq Capital SPC expended an aggregate of approximately $3,501,750 (USD) of its own investment capital to purchase the 5,000,000 Ordinary Shares reported in this Amendment No. 1. The source of funds for any additional purchase of Ordinary Shares also will be Mithaq Capital SPC's investment capital.
Item 5. Interest in Securities of the Issuer.
(a)
The information contained on the cover page to this Amendment No. 1 is incorporated herein by reference. The percentages referred to on the cover page are based on 138,676,820 ordinary shares issued and outstanding as of 10 July 2022 as confirmed by management.
(b)
See Original Schedule 13D
(c)
Information concerning transactions in the Ordinary Shares effected by the Reporting Persons since the filing of the Original Schedule 13D is set forth in Exhibit 1.1 hereto and is incorporated herein by reference. All the transactions in Ordinary Shares listed in Exhibit 1.1 were effected in open market brokerage transactions. All cost amounts are reported in United States Dollars (USD),
(d)
See Original Schedule 13D
(e)
See Original Schedule 13D
Item 7. Material to Be Filed as Exhibits
EX-1.1
   
Transactions
 
 
SIGNATURES
 
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.
 
Date:   August 10, 2022
Mithaq Capital SPC
By: /s/ Turki Saleh A. AlRajhi
Name: Turki Saleh A. AlRajhi
Title: Director
Date:   August 10, 2022
Mithaq Capital SPC
By: /s/ Muhammad Asif Seemab
Name: Muhammad Asif Seemab
Title: Director
Date:   August 10, 2022
By: /s/ Turki Saleh A. AlRajhi
Name: Turki Saleh A. AlRajhi
Date:   August 10, 2022
By: /s/ Muhammad Asif Seemab
Name: Muhammad Asif Seemab

Exhibit Index
 
Exhibit No.
   
Description
EX-1.1
   
Transactions
ex1-08102022_070801.htm



#

Trade Date

Activity

Shares Bought

Cost Value

(USD)

Cost Per

share (USD)

1

8-Aug-22

Buy

4,064,101

2,846,293

0.70

2

9-Aug-22

Buy

   935,899

  655,457

0.70