Sec Form 4 Filing - Arkin Moshe @ Odysight.ai Inc. - 2026-03-25

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 Arkin Moshe 2. Issuer Name and Ticker or Trading Symbol Odysight.ai Inc. [ ODYS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ODYSIGHT AI INC., 12 ABBA HILLEL SILVER RD 3. Date of Earliest Transaction (MM/DD/YY) 03/25/2026 (Street) RAMAT GAN5250606 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 Stock ( 1 ) 03/25/2026 M 2,352,941 ( 2 ) A $ 5.5 4,705,882 I Held through Phoenix Insurance Company Ltd. Common Stock 03/25/2026 F 2,081,044 ( 2 ) D $ 5.5 2,624,838 I Held through Phoenix Insurance Company Ltd. Common Stock 2,959,143 ( 3 ) I Held through M.Arkin (1999) 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 Warrants to purchase common stock ( 1 ) $ 5.5 03/25/2026 M 2,352,941 03/27/2023 03/26/2026 Common Stock 2,352,941 $ 0 0 I Held through Phoenix Insurance Company Ltd. Warrants to purchase common stock $ 10.35 03/29/2021 03/31/2026 Common Stock 222,223 ( 3 ) $ 10.35 I Held through M. Arkin (1999) Ltd.

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Arkin Moshe C/O ODYSIGHT AI INC. 12 ABBA HILLEL SILVER RD RAMAT GAN5250606 X X Signatures /s/ Einav Brenner, Attorney-in-Fact 03/27/2026 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The cashless exercise of the warrant to purchase common stock was exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Issuer's Board of Directors. ( 2 )On March 25, 2026, Phoenix Insurance Company Ltd. exercised a warrant to purchase 2,352,941 shares of the Issuer's common stock for $5.50 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in the Issuer withholding 2,081,044 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 271,897 shares. ( 3 )No transaction has been effected by the Reporting Person with respect to these securities, and they are being included in this Form 4 for informational purposes only.

Remarks: Exhibit 24.1: Power of Attorney

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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