(1)          Includes an aggregate of 14,719,535 ordinary shares issuable upon exercise of warrants held by the Reporting Person. Excludes up to a maximum of 13,510,638 ordinary shares potentially issuable to the Reporting Person upon conversion of a convertible loan that has been funded by the Reporting Person to the Issuer. See Item 5.

(2)      Percentage shown is based on 33,151,641 Ordinary Shares outstanding as of August 24, 2016, as set forth in the Issuer’s Registration Statement on Form S-8, filed with the SEC on August 24, 2016, increased by 1,063,830 Ordinary Shares, to reflect the issuance of additional Ordinary Shares as a result of the Reporting Person’s exercise of an equivalent number of warrants on August 29, 2016.

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1	NAMES OF REPORTING PERSONS:
	Barak Dotan
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
	(a) ☐ (b) ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS:
	OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION:
	Israel
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER:
			0
		8	SHARED VOTING POWER:
			32,472,357 (1)
		9	SOLE DISPOSITIVE POWER:
			0
		10	SHARED DISPOSITIVE POWER:
			32,472,357 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
	32,472,357 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
	66.4% (2)
14	TYPE OF REPORTING PERSON:
	IN

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1	NAMES OF REPORTING PERSONS:
	Yossi Ben Shalom
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
	(a) ☐ (b) ☒
3	SEC USE ONLY
4	SOURCE OF FUNDS:
	OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):
	☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION:
	Israel
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER:
			0
		8	SHARED VOTING POWER:
			32,472,357 (1)
		9	SOLE DISPOSITIVE POWER:
			0
		10	SHARED DISPOSITIVE POWER:
			32,472,357 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
	32,472,357 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
	☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
	66.4% (2)
14	TYPE OF REPORTING PERSON:
	IN

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This Amendment No. 1 (this “Amendment”) to the Statement of Beneficial Ownership on Schedule 13D filed on June 2, 2016 (the “Statement”) relates to the Ordinary Shares, NIS 0.015 par value per share (“Ordinary Shares”) of RADA Electronic Industries Ltd., an Israeli company (the “Issuer” or “RADA”).  Capitalized terms used herein that are not otherwise defined shall have the respective meanings assigned thereto in the Statement.

This Amendment is being filed by the Reporting Persons (as defined in Item 2 below) to report certain changes in DBSI’s (as defined in Item 2 below) and the other the Reporting Persons’ beneficial ownership of Ordinary Shares. Since the filing of the Statement, DBSI has sold (as detailed in Item 5(c) below) an aggregate of 332,284 of the Initial Shares that had been acquired by it at the Closing, and has furthermore (on August 29, 2016) exercised Warrants to purchase 1,063,830 First Warrant Shares. The aggregate impact of these transactions on the Reporting Persons’ beneficial ownership has been an increase, by 731,546 Ordinary Shares, in the actual number of Ordinary Shares held by them, coupled with a reduction, by 332,284, in the overall number of Ordinary Shares beneficially owned by them, representing a 1.0% reduction in beneficial ownership.

Except as modified by the information provided in this Item 1, the information set forth in Item 1 of the Statement is incorporated by reference herein in response to the disclosure requirements of Item 1 of Schedule 13D.

This Amendment is being filed by each of (1) DBSI Investments Ltd. (“DBSI” or the “Reporting Entity”), (2) Barak Dotan and (3) Yossi Ben Shalom.

Messrs. Dotan and Ben Shalom are together referred to sometimes hereafter as the “Reporting Individuals”, and, together with the Reporting Entity, the “Reporting Persons”.

The information set forth in the Statement in response to:

·	paragraphs (b)-(c) and (f) of Item 2, concerning DBSI;

·	paragraphs (a), (b), (c) and (f) of Item 2, concerning DBSI’s executive officers and directors;

·	paragraphs (a), (b), (c) and (f) of Item 2, concerning DBSI’s controlling shareholders;

·	paragraphs (b)-(c) and (f) of Item 2, concerning Mr. Barak Dotan; and

·	paragraphs (b)-(c) and (f) of Item 2, concerning Mr. Yossi Ben Shalom

is in each case incorporated by reference herein in response to the disclosures required by the corresponding paragraphs of this Amendment.

 

(d)        Criminal Proceedings: The information set forth in the corresponding paragraph of the Statement (with respect to each of (i) DBSI, its executive officers and directors, and its controlling shareholders, (ii) Mr. Barak Dotan and (iii) Mr. Yossi Ben Shalom) is incorporated by reference herein.

 

(e)        Civil Proceedings: The information set forth in the corresponding paragraph of the Statement (with respect to each of (i) DBSI, its executive officers and directors, and its controlling shareholders, (ii) Mr. Barak Dotan and (iii) Mr. Yossi Ben Shalom) is incorporated by reference herein.

 

 

DBSI paid $0.235 per share, or $250,000 in the aggregate, for its acquisition of the 1,063,830 First Warrant Shares that is reported in this Amendment. The source of funds for the foregoing amounts was shareholders loans to DBSI from its shareholders, as well as the internal funds of DBSI.

 

 

The information set forth in the corresponding paragraph of the Statement with respect to DBSI (and, indirectly, the Reporting Individuals) is incorporated by reference herein.

DBSI reserves the right at any time to change its present intention with respect to any or all of the matters referred to in this Item 4, or to dispose of any or all of the securities of RADA purchased by it.

Except as set forth in this Item 4, DBSI has no current plans or proposals which relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, although DBSI does not rule out the possibility of effecting or seeking to effect any such actions in the future.

 

 

All calculations of beneficial ownership percentage in this Amendment are made on the basis of (i) 33,151,641 Ordinary Shares outstanding as of August 24, 2016, as set forth in the Issuer’s Registration Statement on Form S-8, filed with the SEC on August 24, 2016, increased by (ii) 1,063,830 Ordinary Shares, to reflect the issuance of the First Warrant Shares as a result of DBSI’s exercise of an equivalent number of Warrants on August 29, 2016.

Type of Transaction and Date	Quantity of Ordinary Shares Sold/Purchased	Price Per Share	Total ($)
Sales(*):
July 28, 2016	24,316	$0.66465	$   16,162
August 4, 2016	3,596	$0.66	$     2,373
August 5, 2016	1,633	$0.66	$     1,078
August 23, 2016	302,739	$0.67573	$ 204,570
Purchase(**):
29/8/2016	1,063,830	$0.235	$ 250,000
(*) Sales were made on the NASDAQ Stock Exchange.
(**) Purchase was made by way of exercising a Warrant to purchase First Warrant Shares that was issued by RADA to DBSI at the Closing.

Item 7.

Materials to be Filed as Exhibits.

Exhibit No.

Description

DBSI INVESTMENTS LTD.
/s/ Barak Dotan
Barak Dotan
Director

/s/ Yossi Ben Shalom

Yossi Ben Shalom

Director