Director Lange Udo was granted 97,562 units of Ordinary Shares, increasing direct ownership by 400% to 121,952 units (SEC Form 4)
$CRGO
Integrated Freight & Logistics
Industrials
| FORM 4 | 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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Freightos Ltd [ CRGO ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 04/28/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | ||||||
| Ordinary Shares | 04/28/2026 | A(1) | 97,562(2) | A | $0 | 121,952(3) | D | |||
| Ordinary Shares(4) | 48,084 | D | ||||||||
| Ordinary Shares(4) | 15,432(5) | D | ||||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Stock Option (right to buy)(4) | $15 | 07/28/2028 | 07/28/2032 | Ordinary Shares | 100,000 | 100,000 | D | ||||||||
| Stock Option (right to buy)(4) | $10 | 07/28/2028 | 07/28/2032 | Ordinary Shares | 100,000 | 100,000 | D | ||||||||
| Stock Option (right to buy)(4) | $5 | 07/28/2028 | 07/28/2032 | Ordinary Shares | 100,000 | 100,000 | D | ||||||||
| Explanation of Responses: |
| 1. The transaction reported in this row consists of an amendment to an existing grant of restricted shares units ("RSUs") to the Reporting Person, which amendment was approved by the Issuer's board of directors on April 28, 2026. Under the amended terms, the Reporting Person received a finite number of additional ordinary shares represented by RSUs currently, with an annual vesting schedule, instead of being entitled to receive indeterminable numbers of additional ordinary shares at later dates based on the market price of the Issuer's ordinary shares at such later dates. |
| 2. Under the prior grant terms, the Reporting Person had been granted 24,390 ordinary shares represented by 24,390 RSUs that began vesting on July 28, 2025 and that were to vest (and settle for 24,390 underlying ordinary shares) on the one-year anniversary of the vesting commencement date (July 28, 2026) (in addition to indeterminable numbers of additional ordinary shares to be granted later). Under the revised grant terms, in lieu of those future grants, the Reporting Person received a finite, additional 97,562 ordinary shares currently, represented by 97,562 RSUs, such that the total grant has been set at 121,952 ordinary shares represented by 121,952 RSUs. |
| 3. The subject 121,952 ordinary shares consist of shares underlying 121,952 RSUs that will vest and settle in equal annual installments, for 30,488 ordinary shares each, on the first four anniversaries of the original July 28, 2025 grant date, such that all 121,952 ordinary shares will be received by the Reporting Person by July 28, 2029. |
| 4. There were no transactions effected in respect of the securities reported in this row, and the holdings in this row are being included for informational purposes only. |
| 5. The ordinary shares reported in this row consist of shares underlying RSUs granted by the Issuer to the Reporting Person that began vesting on October 1, 2025 and that vest (and settle for underlying ordinary shares) equally on a quarterly basis (25% of the RSUs per quarter) such that all such RSUs will be vested by the one-year anniversary of the grant date (October 1, 2026). Vesting is subject to the Reporting Person's fulfilling minimum attendance requirements at meetings of the Issuer's board of directors. |
| Remarks: |
| Exhibit List - Exhibit 24.1 - Power of Attorney. |
| /s/ Max Sitnick, Attorney-in-fact | 04/29/2026 | |
| ** Signature of Reporting Person | Date | |
| 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||