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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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DROR ORTHO-DESIGN INC. (Name of Issuer) |
COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) |
670085109 (CUSIP Number) |
Congregation Ahavas Tzdokah Vchesed Inc., 1347 42nd Street Brooklyn, NY, 11219 (718) 435-0959 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/14/2024 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. | 670085109 |
| 1 |
Name of reporting person
Congregation Ahavas Tzdokah Vchesed Inc. | ||||||||
| 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 Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
NEW YORK
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
61,667,440.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
6.444 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
COMMON STOCK, $0.0001 PAR VALUE PER SHARE | |
| (b) | Name of Issuer:
DROR ORTHO-DESIGN INC. | |
| (c) | Address of Issuer's Principal Executive Offices:
Shatner Street 3, Jerusalem,
ISRAEL
, 9546103. | |
Item 1 Comment:
This Amendment No. 1 (the "Amendment") amends and supplements the Schedule 13D filed by the Reporting Person (as defined in Item 2 of the Schedule 13D) with the SEC (as defined in Item 5 of the Schedule 13D) on February 12, 2020 (the "Schedule 13D"). Except as set forth herein, the Schedule 13D is unamended. This Amendment reports and reflects a decrease in the beneficial ownership of the Issuer as a result of a share exchange pursuant to a Share Exchange Agreement dated as of July 5, 2023 among Novint Technologies Inc. ("Parent"), Dror Ortho-Design Ltd., and the shareholders of Dror Ortho-Design Ltd., which closed on August 14, 2023 resulting in the Parent being the surviving entity ("Exchange"). | ||
| Item 2. | Identity and Background | |
| (a) | Congregation Ahavas Tzdokah Vchesed Inc. | |
| (b) | 1347 42nd Street, Brooklyn, NY 11219 | |
| (c) | N/A | |
| (d) | N/A | |
| (e) | N/A | |
| (f) | New York | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
Not applicable | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended to add the following:
Effective as of the closing of the Exchange, the Reporting Person no longer holds the securities of the Issuer with the purpose or effect of changing or influencing the control of the Issuer. The Reporting Person previously filed this Schedule 13D because, at the time of the initial filing, the Reporting Person had the intent to perhaps advocate for certain changes to the Issuer's operations. However, due to the consummation of the Exchange with Dror Ortho-Design Ltd., the Reporting Person no longer intends to advocate for any changes to the Issuer's operations. The Reporting Person now holds the securities of the Issuer solely for investment purposes. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The aggregate number and percentage of class of securities identified pursuant to Item 1 beneficially owned by the Reporting Person may be found in rows 7, 9, 11 and 13 herein, which hereby is incorporated by reference. Applicable percentages are based upon 956,997,116 shares of common stock outstanding as of November 14, 2024 as reported in the Company's Form 10-Q filed with the Securities and Exchange Commission on November 14, 2024 for the quarter ended September 30, 2024. | |
| (b) | The Reporting Person has sole voting and dispositive power of all securities of the Issuer beneficially owned by Reporting Person. | |
| (c) | The Reporting Person has not effected any transaction in Common Stock during the past 60 days. | |
| (d) | No person other than the Reporting Person has the right to receive or power to direct receipt of dividends or the proceeds from the sales of the Common Stock in this Item 5. | |
| (e) | N/A | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
N/A | ||
| Item 7. | Material to be Filed as Exhibits. | |
None | ||
| 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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