| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Otonomo Technologies Ltd. [ OTMO ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 03/14/2022 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) 03/15/2022 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock(1) | 03/14/2022 | P | V | 256,470 | A | $1.42(2) | 13,660,778 | D(3) | ||
| Common Stock(1) | 03/14/2022 | P | V | 256,470 | A | $1.42(2) | 13,660,778 | I(4) | Director of Mithaq Capital SPC with shared voting and investment control over securities. | |
| Common Stock(1) | 03/14/2022 | P | V | 256,470 | A | $1.42(2) | 13,660,778 | I(5) | Director of Mithaq Capital SPC with shared voting and investment control over securities. | |
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Otonomo Technologies Ltd., the "Issuer," is a "foreign private issuer" within the meaning of the rules under the Securities Exchange Act of 1934 (the "Exchange Act"). As such, insiders and 10% shareholders are not subject to reporting under Section 16 of the Exchange Act or liable for any short-term trading profits in the shares of the Issuer. Accordingly, the Reporting Persons were not required to file a Form 3 or Form 4 and are not required to file a Form 4 or 5 to report any changes in share ownership. The Reporting Persons are making this filing to state that so long as the Issuer is a foreign private issuer, they will not be making any additional filings under Section 16. The Reporting Persons are required to, and will continue to, make filings under Section 13 of the Exchange Act. |
| 2. The reported price in column 4 is a weighted average price. |
| 3. Reporting person Mithaq Capital SPC |
| 4. Reporting person Turki Saleh A. Alrajhi has a pecuniary interest in the Issuers securities owned by Mithaq Capital SPC. |
| 5. Reporting person Muhammad Asif Seemab has a pecuniary interest in the Issuers securities owned by Mithaq Capital SPC. |
| /s/ Muhammad Asif Seemab | 03/15/2022 | |
| /s/ Turki Saleh A. AlRajhi | 03/15/2022 | |
| Mithaq Capital SPC By: /s/ Turki Saleh A. AlRajhi | 03/15/2022 | |
| Mithaq Capital SPC By: /s/ Muhammad Asif Seemab | 03/15/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
