Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
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SKYX Platforms Corp. (Name of Issuer) |
Common Stock, no par value per share (Title of Class of Securities) |
78471E105 (CUSIP Number) |
Rani R. Kohen c/o SKYX Platforms Corp., 2855 W. McNab Road Pompano Beach, FL, 33069 (855) 759-7584 Jurgita Ashley Thompson Hine LLP, 3900 Key Center, 127 Public Square Cleveland, OH, 44114 (216) 566-5500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/15/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 78471E105 |
| 1 |
Name of reporting person
Rani R. Kohen | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, PF, 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
UNITED STATES
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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
11,649,970.00 | ||||||||
| 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)
8.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Number of shares beneficially owned by Mr. Kohen with sole voting and dispositive power includes (i) 9,143,969 shares of Common Stock held by KRNB Holdings, LLC, of which Mr. Kohen is the sole owner and manager, and (ii) 100,000 shares of Common Stock held by a family member. Number of shares beneficially owned by Mr. Kohen with sole dispositive power includes 2,390,000 shares of Common Stock that may be acquired pursuant to the exercise of stock options that are exercisable within 60 days of the filing of this Statement.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, no par value per share | |
| (b) | Name of Issuer:
SKYX Platforms Corp. | |
| (c) | Address of Issuer's Principal Executive Offices:
2855 W. McNab Road, Pompano Beach,
FLORIDA
, 33069. | |
Item 1 Comment:
This Amendment No. 4 to Statement of Beneficial Ownership on Schedule 13D (this "Amendment No. 4") amends the Statement of Beneficial Ownership on Schedule 13D filed by Rani Kohen on February 15, 2022 (as amended, the "Schedule 13D" or this "Statement"). Capitalized terms used but not defined in this Amendment No. 4 shall have the meanings set forth in the Schedule 13D. Except as amended and supplemented by this Amendment No. 4, the Schedule 13D remains unchanged. This Amendment No. 4 is being filed to reflect the change in percentage of beneficial ownership held by Mr. Kohen as a result of a change in outstanding shares of Common Stock of the Company. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Mr. Kohen beneficially owns in the aggregate 9,259,970 shares of Common Stock, which represents approximately 7.0% of the Company's outstanding shares of Common Stock and includes 9,143,969 shares of Common Stock directly held by KRNB Holdings, LLC, which Mr. Kohen, as the sole owner and manager of KRNB Holdings, LLC, may be deemed to beneficially own, and 100,000 shares of Common Stock held by a family member. Mr. Kohen also holds options to purchase an aggregate of 3,640,000 shares of Common Stock, 2,390,000 of which are exercisable within 60 days of the filing of this Statement, which were received as part of his executive officer compensation. Such options include (i) options to purchase 1,140,000 shares of Common Stock at an exercise price of $12.00 per share, which expire on January 1, 2027; (ii) options to purchase 1,000,000 shares of Common Stock at an exercise price of $6.00 per share, which expire on January 1, 2027; and (iii) options to purchase 1,500,000 shares of Common Stock at an exercise price of $2.42 per share, 250,000 of which are exercisable within 60 days of the filing of this Statement, which expire on December 8, 2030. In addition, Mr. Kohen also holds performance-based options to purchase 15,000,000 shares of Common Stock at exercise prices ranging from $6.00 to $12.00 per share that are not exercisable within 60 days of the date of this Statement. Each percentage ownership of Common Stock set forth in this Statement is based on 131,515,108 shares of Common Stock outstanding as of January 26, 2026. | |
| (b) | Mr. Kohen has the sole power to direct the voting and disposition of the shares of Common Stock and options disclosed as beneficially owned by him in the table set forth on the cover page to this Statement. | |
| (c) | On December 8, 2025, Mr. Kohen was granted options to purchase 1,500,000 shares of Common Stock at an exercise price of $2.42 per share, which expire December 8, 2030, as part of his executive officer compensation. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
The December 8, 2025 options granted to Mr. Kohen were granted under the Company's Amended and Restated 2021 Stock Incentive Plan and the form of option award agreement under such plan, copies of which have previously been filed by the Company with the Securities and Exchange Commission. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99.1 - Amended and Restated 2021 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the SEC on July 10, 2024). Exhibit 99.2 - Form of Nonqualified Stock Option Agreement (2021 Stock Incentive Plan) (April 2023) (incorporated herein by reference to Exhibit 10.12 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2023). | ||
| 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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