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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 5)*
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Arbe Robotics Ltd. (Name of Issuer) |
Ordinary Shares, Par Value NIS 0.000216 per Share (Title of Class of Securities) |
M1R95N100 (CUSIP Number) |
03/31/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | M1R95N100 |
| 1 | Names of Reporting Persons
IANGELS CROWD LTD | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
ISRAEL
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,522,293.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Based on 105,163,188 Ordinary Shares outstanding as of March 1, 2025, as reported by the Issuer in its Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 28, 2025.
SCHEDULE 13G
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| CUSIP No. | M1R95N100 |
| 1 | Names of Reporting Persons
iAngels Technologies LP - Series Arbe Robotics Ltd. Advanced Investment | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,522,293.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Based on 105,163,188 Ordinary Shares outstanding as of March 1, 2025, as reported by the Issuer in its Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 28, 2025.
SCHEDULE 13G
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| CUSIP No. | M1R95N100 |
| 1 | Names of Reporting Persons
Mor Assia | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
ISRAEL
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,522,293.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Based on 105,163,188 Ordinary Shares outstanding as of March 1, 2025, as reported by the Issuer in its Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 28, 2025.
SCHEDULE 13G
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| CUSIP No. | M1R95N100 |
| 1 | Names of Reporting Persons
Shelly Hod Moyal | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
ISRAEL
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,522,293.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Based on 105,163,188 Ordinary Shares outstanding as of March 1, 2025, as reported by the Issuer in its Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 28, 2025.
SCHEDULE 13G
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| CUSIP No. | M1R95N100 |
| 1 | Names of Reporting Persons
David Assia | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
ISRAEL
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,522,293.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Based on 105,163,188 Ordinary Shares outstanding as of March 1, 2025, as reported by the Issuer in its Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 28, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Arbe Robotics Ltd. | |
| (b) | Address of issuer's principal executive offices:
107 HaHashmonaim St., Tel Aviv, Israel, 6713321 | |
| Item 2. | ||
| (a) | Name of person filing:
1. iAngels Crowd Ltd. ("iAngels Crowd"), c/o iAngels Technologies LP - Series Arbe Robotics Ltd. Advanced Investment
2. iAngels Technologies LP - Series Arbe Robotics Ltd. Advanced Investment ("iAngels Technologies")
3. Mor Assia, c/o iAngels Technologies LP - Series Arbe Robotics Ltd. Advanced Investment
4. Shelly Hod Moyal, c/o iAngels Technologies LP - Series Arbe Robotics Ltd. Advanced Investment
5. David Assia, c/o iAngels Technologies LP - Series Arbe Robotics Ltd. Advanced Investment (collectively, the "Reporting Persons"). | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is Rothschild Blvd 18, Tel Aviv-Yafo, 6688121, Israel. | |
| (c) | Citizenship:
iAngels Crowd - Israel
iAngels Technologies - Delaware, USA
Mor Assia - Israel
Shelly Hod Moyal - USA and Israel
David Assia - Israel | |
| (d) | Title of class of securities:
Ordinary Shares, Par Value NIS 0.000216 per Share | |
| (e) | CUSIP No.:
M1R95N100 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
iAngels Crowd - 4,522,293
iAngels Technologies - 4,522,293
Mor Assia - 4,522,293
Shelly Hod Moyal - 4,522,293
David Assia - 4,522,293 | |
| (b) | Percent of class:
iAngels Crowd - 4.30%
iAngels Technologies - 4.30%
Mor Assia - 4.30%
Shelly Hod Moyal - 4.30%
David Assia - 4.30% %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
4,522,293 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
4,522,293 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| 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.
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Comments accompanying signature: IANGELS TECHNOLOGIES LP - SERIES ARBE ROBOTICS LTD. ADVANCED INVESTMENT
BY: IANGELS CROWD LTD., ITS GENERAL PARTNER