Sec Form 4/A Filing - Mithaq Capital SPC @ Childrens Place, Inc. - 2024-02-12

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FORM 4/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Mithaq Capital SPC
2. Issuer Name and Ticker or Trading Symbol
Childrens Place, Inc. [ PLCE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O SYNERGY, ANAS IBN MALIK ROAD
3. Date of Earliest Transaction (MM/DD/YY)
02/12/2024
(Street)
AL MALQA, RIYADH, T013521
4. If Amendment, Date Original Filed (MM/DD/YY)
02/14/2024
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/12/2024 P 35,192 A $ 12.59 ( 4 ) 3,132,460 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 P 31,033 A $ 13.73 ( 5 ) 3,163,493 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 P 329,553 A $ 14.42 ( 6 ) 3,493,046 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 P 273,106 A $ 15.49 ( 7 ) 3,766,152 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 P 860,091 A $ 16.58 ( 8 ) 4,626,243 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 P 37,500 A $ 17 ( 9 ) 4,663,743 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 X 321,300 A $ 15.88 4,985,043 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 X 500,000 A $ 16.69 5,485,043 D ( 1 ) ( 2 ) ( 3 )
Common Stock 02/12/2024 X 300,000 A $ 17.1 5,785,043 D ( 1 ) ( 2 ) ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Call Option (right to buy) $ 10 02/12/2024 P 3,213 02/12/2024 03/15/2024 Common Stock 321,300 $ 5.88 3,213 D
Call Option (right to buy) $ 10 02/12/2024 P 5,000 02/12/2024 03/15/2024 Common Stock 500,000 $ 6.69 5,000 D
Call Option (right to buy) $ 10 02/12/2024 P 3,000 02/12/2024 03/15/2024 Common Stock 300,000 $ 7.1 3,000 D
Call Option (right to buy) $ 10 02/12/2024 P 2,500 02/12/2024 01/21/2026 Common Stock 250,000 $ 10.86 2,500 D
Call Option (right to buy) $ 10 02/12/2024 X 3,213 02/12/2024 03/15/2024 Common Stock 321,300 $ 0 0 D
Call Option (right to buy) $ 10 02/12/2024 X 5,000 02/12/2024 03/15/2024 Common Stock 500,000 $ 0 0 D
Call Option (right to buy) $ 10 02/12/2024 X 3,000 02/12/2024 03/15/2024 Common Stock 300,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mithaq Capital SPC
C/O SYNERGY, ANAS IBN MALIK ROAD
AL MALQA, RIYADH, T013521
X
Mithaq Global
C/O SYNERGY, ANAS IBN MALIK ROAD
AL MALQA, RIYADH, T013521
X
Mithaq Capital
C/O SYNERGY, ANAS IBN MALIK ROAD
AL MALQA, RIYADH, T013521
X
Alrajhi Turki Saleh A.
C/O SYNERGY, ANAS IBN MALIK ROAD
AL MALQA, RIYADH, T013521
X
Seemab Muhammad Asif
C/O SYNERGY, ANAS IBN MALIK ROAD
AL MALQA, RIYADH, T013521
X
Snowball Compounding Ltd.
C/O SYNERGY, ANAS IBN MALIK ROAD
AL MALQA, RIYADH, T013521
X
Signatures
Mithaq Capital SPC /s/ Turki Saleh A. AlRajhi, Director 02/16/2024
Signature of Reporting Person Date
Mithaq Global /s/ Turki Saleh A. AlRajhi, Director 02/16/2024
Signature of Reporting Person Date
Mithaq Capital /s/ Turki Saleh A. AlRajhi, Director 02/16/2024
Signature of Reporting Person Date
/s/ Turki Saleh A. AlRajhi 02/16/2024
Signature of Reporting Person Date
/s/ Muhammad Asif Seemab 02/16/2024
Signature of Reporting Person Date
Snowball Compounding Ltd. By: Mithaq Capital SPC, its sole stockholder /s/ Turki Saleh A. AlRajhi, Director 02/16/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In addition to Mithaq Capital SPC, a segregated portfolio company organized under the laws of the Cayman Islands ("Mithaq"), this Form 4 is being filed jointly by Mithaq Global, a company organized under the laws of the Cayman Islands ("Mithaq Global"), Mithaq Capital, a company organized under the laws of the Cayman Islands ("Mithaq Capital"), Turki Saleh A. AlRajhi, a citizen of Saudi Arabia, Muhammad Asif Seemab, a citizen of Pakistan, and Snowball Compounding Ltd., an exempted company organized under the laws of the Cayman Islands ("Snowball", and together with Mithaq, Mithaq Global, Mithaq Capital, Turki Saleh A. AlRajhi and Muhammad Asif Seemab, the "Reporting Persons"), each of whom has the same business address as Mithaq and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities"). The amount reflected in Column 5 reflects 1,000 Subject Securities held directly by Snowball, a wholly owned subsidiary of Mithaq.
( 2 )Mithaq and Mithaq Global are investment vehicles for certain members of the AlRajhi family, of which Turki Saleh A. AlRajhi is a member, and select other eligible investors that are employed by Mithaq or its affiliates. Mithaq is a controlled affiliate of Mithaq Capital. Mithaq Capital is a controlled affiliate of Mithaq Global, and acts as investment advisor for Mithaq.
( 3 )Mithaq, as a controlled affiliate of Mithaq Capital and Mithaq Capital, as the investment advisor for Mithaq and as a controlled affiliate of Mithaq Global, may each be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. AlRajhi's position as a director of Mithaq, Mithaq Global and Mithaq Capital, Mr. AlRajhi may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Seemab's position as director of Mithaq and director and managing director of Mithaq Capital, Mr. Seemab may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
( 4 )Represents weighted average purchase price. The Subject Securities were purchased in multiple transactions at prices ranging from $12.18 to $12.92. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Subject Securities purchased at each separate price within the range set forth in this footnote.
( 5 )Represents weighted average purchase price. The Subject Securities were purchased in multiple transactions at prices ranging from $13.17 to $13.99. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Subject Securities purchased at each separate price within the range set forth in this footnote.
( 6 )Represents weighted average purchase price. The Subject Securities were purchased in multiple transactions at prices ranging from $14.00 to $14.99. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Subject Securities purchased at each separate price within the range set forth in this footnote.
( 7 )Represents weighted average purchase price. The Subject Securities were purchased in multiple transactions at prices ranging from $15.00 to $15.99. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Subject Securities purchased at each separate price within the range set forth in this footnote.
( 8 )Represents weighted average purchase price. The Subject Securities were purchased in multiple transactions at prices ranging from $16.00 to $16.99. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Subject Securities purchased at each separate price within the range set forth in this footnote.
( 9 )Represents weighted average purchase price. The Subject Securities were purchased in multiple transactions each at a price of $17.00. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Subject Securities purchased at each separate price within the range set forth in this footnote.

Remarks:
This Form 4/A amends the Form 4 filing dated February 14, 2024 (the "Original Form"), solely in order to add Mithaq Capital as an additional reporting person. Although Mithaq Capital was disclosed in the Original Form, it was unable to be included as a reporting person because it did not have codes for the EDGAR system at the time. Other than including Mithaq Capital as an additional reporting person, this form contains no amendment to the Original Form.

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 4(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).

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