Sec Form 4 Filing - YANAY YAKY @ Pluri Inc. - 2022-12-22

FORM 4 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 YANAY YAKY 2. Issuer Name and Ticker or Trading Symbol Pluri Inc. [ PLUR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) MATAM ADVANCED TECHNOLOGY PARK,, BUILDING #5 3. Date of Earliest Transaction (MM/DD/YY) 12/22/2022 (Street) HAIFA, L33508409 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Shares( 1 ) 12/22/2022( 2 ) A 334,821 A $ 0 1,760,125 D Common Shares 6,650 I By Yaacov Yanay Management Ltd.

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 Share Option (right to buy) $ 1.12 12/22/2022 A 334,821 ( 3 ) ( 5 ) Common Shares 334,821 $ 0 334,821 D Share Option (right to buy) $ 1.56 12/22/2022 A 500,000 ( 4 ) ( 5 ) Common Shares 500,000 $ 0 500,000 D Share Option (right to buy) $ 2.08 12/22/2022 A 500,000 ( 4 ) ( 5 ) Common Shares 500,000 $ 0 500,000 D Share Option (right to buy) $ 2.6 12/22/2022 A 500,000 ( 4 ) ( 5 ) Common Shares 500,000 $ 0 500,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other YANAY YAKY MATAM ADVANCED TECHNOLOGY PARK, BUILDING #5 HAIFA, L33508409 X Chief Executive Officer Signatures /s/ Yanay Yaky 12/22/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents common shares underlying Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's common shares. ( 2 )The RSUs will vest ratably each month over a one-year period. The RSU was issued to the Reporting Person in lieu of his annual salary of $375,000 in the aggregate. ( 3 )The Share Options will vest ratably each month over a one year period and was issued to the Reporting Person in lieu of his annual salary of $375,000 in the aggregate. ( 4 )The Share Options will be issued on January 1, 2023 and will vest as follows: 250,000 of the shares vest on June 30, 2023 and 250,000 of the shares vest on December 31, 2023. ( 5 )The Share Options will expire three years from the later of three years from the last vesting date or the date upon which the Issuer increases its authorized share capital.

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).

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