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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)*
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Childrens Place, Inc. (Name of Issuer) |
Common Shares, par value $0.10 per share (Title of Class of Securities) |
(CUSIP Number) |
Turki Saleh A. AlRajhi c/o Synergy, Anas Ibn Malik Road, Al Malqa, Riyadh, T0, 13521 966 11 222 2210 Muhammad Asif Seemab 330 Forest Avenue, Locust Valley, NY, 11560 516 644 0689 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/11/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Mithaq Capital SPC | ||||||||
| 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 Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Mithaq Global | ||||||||
| 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)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Mithaq Capital | ||||||||
| 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)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Turki Saleh A. Alrajhi | ||||||||
| 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)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
SAUDI ARABIA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Muhammad Asif Seemab | ||||||||
| 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)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
PAKISTAN
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,696,819.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
SNOWBALL COMPOUNDING 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)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,722.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Shares, par value $0.10 per share |
| (b) | Name of Issuer:
Childrens Place, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
500 Plaza Drive, Secaucus,
NEW JERSEY
, 07094. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The disclosure set forth in Item 4 of this Amendment No. 10 is incorporated herein by reference. | |
| Item 4. | Purpose of Transaction |
Introductory Note
This Amendment No. 10 to Schedule 13D (this "Amendment No. 10") amends and supplements the Schedule 13D filed by the Reporting Persons with the SEC on February 16, 2024, as amended and supplemented by Amendments No. 1 through No. 9 to Schedule 13D filed by the Reporting Persons with the SEC on various dates between March 4, 2024 and July 7, 2026 (collectively the "Initial 13D", and the Initial 13D as amended and supplemented by this Amendment No. 10, the "Schedule 13D") relating to the common shares, par value $0.10 per share (the "Common Shares") of The Children's Place, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used in this Amendment No. 10 but not otherwise defined have the respective meanings ascribed to them in the Initial 13D.
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraphs to the end thereof:
In Amendment No. 9, the Reporting Persons reported that Mithaq had granted stock awards to Mr. Seemab in the form of Restricted Stock in an aggregate amount of 500,000 Common Shares. At that time, Mithaq and Mr. Seemab had reached an agreement in principle concerning the stock awards. A definitive agreement concerning such awards was entered into between Mithaq and Mr. Seemab on August 11, 2026, which has been formalized as the grant date. Pursuant to the agreement, the 500,000 shares will be transferred to Mr. Seemab, who will have sole voting power over such shares and the right to receive any dividends paid on such shares. Other than the grant date, the terms of the award remain unchanged from the information in Amendment No. 9, which had reported the grant date of July 11, 2026. The vesting schedule remains the same: (i) first one-third, when the Issuer's market capitalization reaches $265 million; (ii) second one-third, when the Issuer's market capitalization reaches $400 million; and (iii) the last one-third, when the Issuer's market capitalization reaches $600 million. Unless an extension is granted by Mithaq, any unvested Common Shares will expire on the 5th anniversary of the grant date (i.e., August 11, 2031) and any unvested Common Shares will revert to Mithaq. Unless the shares vest, Mr. Seemab may not transfer the shares. Mr. Seemab will have sole dispositive power over any vested shares.
The foregoing description of the restricted stock award to Mr. Seemab is qualified in its entirety by reference to the Restricted Stock Transfer Agreement dated August 11, 2026 between Mithaq and Mr. Seemab, a copy of which is filed as Exhibit 10.1 to this Amendment No. 10 and which is incorporated herein by reference. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Item 5(a) of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The information set forth in the Cover Pages and Item 4 of this Amendment No. 10 is incorporated herein by reference." |
| (b) | Item 5(b) of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The information set forth in the Cover Pages and Item 4 of this Amendment No. 10 is incorporated herein by reference." |
| (c) | Item 5(c) of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The information set forth in the Cover Pages and Item 4 of this Amendment No. 10 is incorporated herein by reference." |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Item 6 of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The disclosure set forth in Item 4 of this Amendment No. 10 is incorporated herein by reference."
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| Item 7. | Material to be Filed as Exhibits. |
Exhibit 10-1 - Restricted Stock Transfer Agreement between Mithaq Capital SPC and Asif Seemab
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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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