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[Form 3] Nasus Pharma Ltd Initial Statement of Beneficial Ownership

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Nasus Pharma Ltd director Ronnie Hershman filed an initial ownership report showing existing equity and derivative holdings in the company. The filing lists options to purchase 63,017 Ordinary Shares at an exercise price of $4.297 per share, fully vested and exercisable until May 6, 2030. It also shows warrants to purchase up to 17,970 Ordinary Shares at $6.53 per share, issued February 13, 2026, and exercisable until the earlier of two years from issuance or 30 trading days after announcement of top-line results from the NS002 Pivotal Study. Indirect holdings include 909,156 Ordinary Shares and the warrants through Hershman Holdings, LLC and 429,307 Ordinary Shares through Phoenix Solutions Ltd., which Hershman may be deemed to beneficially own.

Positive

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Insider Hershman Ronnie
Role Director
Type Security Shares Price Value
holding Share options (right to buy) -- -- --
holding Warrants -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
Holdings After Transaction: Share options (right to buy) — 63,017 shares (Direct); Warrants — 17,970 shares (Indirect, By Hershman Holdings, LLC); Ordinary Shares — 909,156 shares (Indirect, By Hershman Holdings, LLC)
Footnotes (1)
  1. Represents ordinary shares of the Issuer, no par value ("Ordinary Shares") directly held by Hershman Holdings, LLC. Dr. Ronnie Hershman, as the managing member of Hershman Holdings, LLC, may be deemed to beneficially own the Ordinary Shares owned directly by Hershman Holdings, LLC. Represents Ordinary Shares directly held by Phoenix Solutions Ltd. Dr. Ronnie Hershman, as a controlling shareholder of Phoenix Solutions Ltd., may be deemed to beneficially own the Ordinary Shares owned directly by Phoenix Solutions Ltd. The options to purchase 63,017 Ordinary Shares were granted on May 6, 2020, with 25% of the total grant vesting on May 6, 2021, and the remaining 75% vesting in equal quarterly installments of 6.25% thereafter. As of March 18, 2026, 63,017 options are vested and exercisable at an exercise price of $4.297 per share, expiring May 6, 2030. The warrants to purchase up to 17,970 Ordinary Shares (the "Warrants") were issued on February 13, 2026. The Warrants have an exercise price of $6.53 per share, were immediately exercisable, and will expire upon the earlier of two years from the date of issuance and 30 trading days following the Issuer's announcement of the top-line results of the Issuer's NS002 Pivotal Study. The Warrants are directly held by Hershman Holdings, LLC. Dr. Ronnie Hershman, as the managing member of Hershman Holdings, LLC, may be deemed to beneficially own the Warrants owned directly by Hershman Holdings, LLC.
SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Hershman Ronnie

(Last)(First)(Middle)
P.O. BOX 284

(Street)
TEL-AVIV-YAFO6100201

(City)(State)(Zip)

ISRAEL

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
Nasus Pharma Ltd [ NSRX ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
Ordinary Shares909,156IBy Hershman Holdings, LLC(1)
Ordinary Shares429,307IBy Phoenix Solutions Ltd.(2)
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 ExercisableExpiration DateTitleAmount or Number of Shares
Share options (right to buy)(3)05/06/202005/06/2030Ordinary Shares63,017$4.297D
Warrants02/13/2026 (4)Ordinary Shares17,970$6.53IBy Hershman Holdings, LLC(4)
Explanation of Responses:
1. Represents ordinary shares of the Issuer, no par value ("Ordinary Shares") directly held by Hershman Holdings, LLC. Dr. Ronnie Hershman, as the managing member of Hershman Holdings, LLC, may be deemed to beneficially own the Ordinary Shares owned directly by Hershman Holdings, LLC.
2. Represents Ordinary Shares directly held by Phoenix Solutions Ltd. Dr. Ronnie Hershman, as a controlling shareholder of Phoenix Solutions Ltd., may be deemed to beneficially own the Ordinary Shares owned directly by Phoenix Solutions Ltd.
3. The options to purchase 63,017 Ordinary Shares were granted on May 6, 2020, with 25% of the total grant vesting on May 6, 2021, and the remaining 75% vesting in equal quarterly installments of 6.25% thereafter. As of March 18, 2026, 63,017 options are vested and exercisable at an exercise price of $4.297 per share, expiring May 6, 2030.
4. The warrants to purchase up to 17,970 Ordinary Shares (the "Warrants") were issued on February 13, 2026. The Warrants have an exercise price of $6.53 per share, were immediately exercisable, and will expire upon the earlier of two years from the date of issuance and 30 trading days following the Issuer's announcement of the top-line results of the Issuer's NS002 Pivotal Study. The Warrants are directly held by Hershman Holdings, LLC. Dr. Ronnie Hershman, as the managing member of Hershman Holdings, LLC, may be deemed to beneficially own the Warrants owned directly by Hershman Holdings, LLC.
/s/ Ronnie Hershman03/27/2026
** Signature of Reporting PersonDate
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).
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.
* Form 3: SEC 1473 (03-26)

FAQ

What does Nasus Pharma (NSRX) director Ronnie Hershman report on this Form 3?

Dr. Ronnie Hershman reports his existing ownership in Nasus Pharma, including Ordinary Shares held through entities he controls, plus vested options and recently issued warrants. This is an initial disclosure of holdings, not a report of new share purchases or sales.

How many Nasus Pharma (NSRX) Ordinary Shares are indirectly held by entities linked to Ronnie Hershman?

The filing shows 909,156 Ordinary Shares held by Hershman Holdings, LLC and 429,307 Ordinary Shares held by Phoenix Solutions Ltd. Dr. Hershman may be deemed to beneficially own the shares directly owned by these entities due to his control positions.

What are the key terms of the Nasus Pharma (NSRX) warrants reported by Ronnie Hershman?

The warrants allow the purchase of up to 17,970 Ordinary Shares at $6.53 per share. They were issued on February 13, 2026, are immediately exercisable, and expire on the earlier of two years from issuance or 30 trading days after NS002 Pivotal Study top-line results.

Are the Nasus Pharma (NSRX) holdings on this Form 3 direct or indirect for Ronnie Hershman?

The options are reported as directly held by Dr. Hershman. The Ordinary Shares and warrants are indirectly held through Hershman Holdings, LLC and Phoenix Solutions Ltd., entities he controls and through which he may be deemed to beneficially own these securities.