Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)*
Gilat Satellite Networks Ltd.
(Name of Issuer)
Ordinary Shares, Par Value NIS 0.20 Per Share
(Title of Class of Securities)
M51474118
(CUSIP Number)
(CUSIP Number)
|
FIMI IV 2007 Ltd.
Alon Towers 2,
94 Yigal Alon St.,
Tel-Aviv 6789141, Israel
+(972)-3-565-2244
|
Receive Notices and Communications)
June 22, 2021
(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 o.
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.
|
CUSIP No. M51474118
|
Page 2 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
FIMI Opportunity IV, L.P.
|
||
| 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 ITEM 2(d) OR
2(e)
|
||
| 6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
| NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
N/A
|
|
| 8 |
SHARED VOTING POWER
2,124,984
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
2,124,984
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,124,984
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.8%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
Page 2 of 11 Pages
|
CUSIP No. M51474118
|
Page 3 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
FIMI Israel Opportunity IV, Limited Partnership
|
||
| 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 ITEM 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
N/A
|
|
| 8 |
SHARED VOTING POWER
4,068,569
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
4,068,569
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,068,569
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.2%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
Page 3 of 11 Pages
|
CUSIP No. M51474118
|
Page 4 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
FIMI Opportunity V, L.P.
|
||
| 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 ITEM 2(d) OR 2(e)
|
||
| 6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
| NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7 |
SOLE VOTING POWER
N/A
|
|
| 8 |
SHARED VOTING POWER
4,117,047
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
4,117,047
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,117,047
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.3%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
Page 4 of 11 Pages
|
CUSIP No. M51474118
|
Page 5 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
FIMI Israel Opportunity V, Limited Partnership
|
||
| 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 ITEM 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
N/A
|
|
| 8 |
SHARED VOTING POWER
4,591,265
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
4,591,265
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,591,265
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.1%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
Page 5 of 11 Pages
|
CUSIP No. M51474118
|
Page 6 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
FIMI IV 2007 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)
OO
|
||
| 5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
N/A
|
|
| 8 |
SHARED VOTING POWER
6,193,553
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
6,193,553
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,193,553
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.0%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
||
Page 6 of 11 Pages
|
CUSIP No. M51474118
|
Page 7 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
FIMI FIVE 2012 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)
OO
|
||
| 5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
N/A
|
|
| 8 |
SHARED VOTING POWER
8,708,312
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
8,708,312
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,708,312
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.4%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
||
Page 7 of 11 Pages
< /div>
|
CUSIP No. M51474118
|
Page 8 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
Shira and Ishay Davidi Management 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)
OO
|
||
| 5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
N/A
|
|
| 8 |
SHARED VOTING POWER
14,901,865
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
14,901,865
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,901,865
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.4%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
||
Page 8 of 11 Pages
|
CUSIP No. M51474118
|
Page 9 of 11 Pages
|
| 1 |
NAME OF REPORTING PERSONS.
Ishay Davidi
|
||
| 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)
OO
|
||
| 5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
N/A
|
|
| 8 |
SHARED VOTING POWER
14,901,865
|
||
| 9 |
SOLE DISPOSITIVE POWER
N/A
|
||
| 10 |
SHARED DISPOSITIVE POWER
14,901,865
|
||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,901,865
|
||
| 12 |
CHECK IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
||
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.4%
|
||
| 14 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
||
Page 9 of 11 Pages
The undersigned, FIMI Opportunity IV, L.P. (“FIMI Opportunity IV”), FIMI Israel Opportunity IV, Limited Partnership (“FIMI Israel Opportunity IV”), FIMI Opportunity V, L.P. (“FIMI Opportunity V”), FIMI Israel Opportunity Five, Limited Partnership (“FIMI Israel Opportunity V” and together with FIMI Opportunity IV, FIMI Israel Opportunity IV and FIMI Opportunity V, the “FIMI Funds”),
FIMI IV 2007 Ltd., FIMI FIVE 2012 Ltd., Shira and Ishay Davidi Management Ltd. and Mr. Ishay Davidi (together, the “Reporting Persons”), hereby file this Amendment No. 8 to Schedule 13D
(the “Amendment”), which amends the Schedule 13D originally filed on September 17, 2012, Amendment No. 1 to Schedule 13D originally filed on November 13, 2012, Amendment No. 2 to Schedule
13D originally filed on November 15, 2012, Amendment No. 3 to Schedule 13D originally filed on February 4, 2014, Amendment No. 4 to Schedule 13D originally filed on September 17, 2014, Amendment No. 5 to Schedule 13D originally filed on November
29, 2014, Amendment No. 6 to Schedule 13D originally filed on April 7, 2016, Amendment No. 7 to Schedule 13D originally filed on July 11, 2019, Amendment No. 8 to Schedule 13D originally filed on January 30, 2020 and Amendment No. 9 to Schedule 13D
originally filed on February 22, 2021 by the Reporting Persons with the Securities and Exchange Commission (the “SEC”), with respect to the Ordinary Shares, par value NIS 0.20 per share
(the “Ordinary Shares”), of Gilat Satellite Networks Ltd., an Israeli company (“Gilat”). The Amendment amends and supplements
Item 6 of the Schedule 13D.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 6 of the Schedule 13D is hereby amended and supplemented as follows:
Rule 10b-5 Sales Plan
On June 22, 2021, the Reporting Persons entered into a Rule 10b5-1 sales plan (“Sales Plan”) with Credit Suisse Securities (USA) LLC (“Broker”), at which time the Reporting Persons were not aware of material nonpublic information. Pursuant to the Sales Plan, the Broker may sell (i) up to 514,820 Ordinary Shares by FIMI
Opportunity IV, (ii) up to
985,608 Ordinary Shares by FIMI Israel Opportunity IV, (iii) up to 1,073,024 Ordinary Shares by FIMI Opportunity V and (iv) up to 1,202,423 Ordinary Shares by FIMI Israel Opportunity V, subject to certain limitations,
during the term specified in the Sales Plan. All sales under the Sales Plan are to be made in the discretion of the Broker and in accordance with the terms, conditions and restrictions of the Sales Plan and the Reporting Persons shall not have
any control, influence or authority over sales made pursuant to the Sales Plan. All other information under this Item 6 remains unchanged.
Page 10 of 11 Pages
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.
|
June 23, 2021
|
FIMI Opportunity IV, L.P.
By: FIMI IV 2007 Ltd., managing general partner
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
|
|
FIMI Israel Opportunity IV, Limited Partnership
By: FIMI IV 2007 Ltd., managing general partner
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
|
|
|
FIMI Opportunity V, L.P.
By: FIMI FIVE 2012 Ltd., managing general partner
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
|
|
|
FIMI Israel Opportunity Five, Limited Partnership
By: FIMI FIVE 2012 Ltd., managing general partner
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
|
|
|
FIMI IV 2007 Ltd.
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
FIMI FIVE 2012 Ltd.
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
Shira and Ishay Davidi Management Ltd.
By: /S/ ISHAY DAVIDI
Ishay Davidi, CEO
|
|
|
/S/ ISHAY DAVIDI
Ishay Davidi
|
Page 11 of 11 Pages