Michal Winkler-Solomon Form 3 ACTELIS NETWORKS / Michal Winkler-Solomon ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Winkler-Solomon Michal

(Last) (First) (Middle)

47800 WESTINGHOUSE DRIVE

(Street)

FREMONT CA 94539

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/12/2022

3. Issuer Name and Ticker or Trading Symbol
ACTELIS NETWORKS INC [ ASNS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Vice President Marketing

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option	(1)	06/30/2025	Common Stock	3,895	0.0644	D
Option	(2)	11/04/2025	Common Stock	3,895	0.0644	D
Option	(3)	01/21/2026	Common Stock	779	0.0644	D
Option	(4)	06/21/2026	Common Stock	8,569	0.0644	D
Option	(5)	06/08/2027	Common Stock	10,870	0.1058	D
Option	(6)	03/06/2029	Common Stock	10,870	0.1058	D

Explanation of Responses:

1. This Option grant was vested in full on 06/29/2019.

2. This Option grant was vested in full on 11/03/2019.

3. This Option grant was vested in full on 01/20/2020.

4. This Option grant was vested in full on 06/20/2020.

5. This Option grant was vested in full on 06/07/2021.

6. This Option grant is approximately 83% vested as of May 12, 2022, with the remaining 17% of the Option grant vesting at a rate of 226 options per month until December 29, 2022 at which point the Option grant shall be fully vested, subject to Mr. Winkler-Solomon remaining continuously employed through the final vesting date.

	/s/ Michal Winkler-Solomon	05/17/2022
	** 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 5 (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).
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