SEC Form 4 · accession 0001104659-26-085104
Freightos Ltd · CRGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ian Arroyo
Officer — Chief Strategy Officer
Period of report
Jul 16, 2026
Accepted (ET)
Jul 20, 2026 · 5:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001927719
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF2 | Jul 16, 2026 | S | 760 | $1.27 | D | 4,730 | D | |
| Ordinary SharesF3 | Jul 16, 2026 | S | 1,000 | $1.27 | D | 18,513 | D | |
| Ordinary SharesF4 | holding | — | — | — | 23,924 | D | ||
| Ordinary SharesF4,F5 | holding | — | — | — | 37,500 | D | ||
| Ordinary SharesF4,F6 | holding | — | — | — | 37,500 | D | ||
| Ordinary SharesF4,F7 | holding | — | — | — | 32,099 | D | ||
| Ordinary SharesF4,F8 | holding | — | — | — | 38,000 | D | ||
| Ordinary SharesF4,F9 | holding | — | — | — | 38,000 | D | ||
| Ordinary SharesF4,F10 | holding | — | — | — | 54,600 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $1.07 | holding | — | — | — | Dec 1, 2024 | Dec 16, 2030 | Ordinary Shares | 49,473 | 49,473 | D |
| Stock Option (right to buy)F4 | $4.17 | holding | — | — | — | Jul 1, 2025 | Jul 19, 2031 | Ordinary Shares | 12,314 | 12,314 | D |
| Stock Option (right to buy)F4 | $4.17 | holding | — | — | — | Jan 1, 2026 | Feb 17, 2032 | Ordinary Shares | 228,674 | 228,674 | D |
Explanation of responses
- F1The transaction reported in this row consists of a sale on behalf of the Reporting Person to cover tax liability for vesting of restricted share units ("RSUs") that had been granted by the Issuer to the Reporting Person.
- F10The ordinary shares reported in this row consist of shares underlying RSUs granted to the Reporting Person that were granted to, and began vesting for, the Reporting Person on April 1, 2026 and that vest and settle for underlying ordinary shares based on the following schedule: 33% of the subject RSUs will vest upon the one-year anniversary of the grant date (April 1, 2027), and the remainder of the RSUs will vest in eight equal installments at the conclusion of each of the following eight quarters (8.25% per quarter), such that the RSUs will be fully vested by the three-year anniversary of the vesting commencement date (April 1, 2029).
- F2The ordinary shares reported in this row consist of the remaining shares (following sales to cover tax liability) underlying 7,000 RSUs originally granted by the Issuer to the Reporting Person that began vesting on October 15, 2025. Such RSUs have vested in full as of July 15, 2026 (reduced by any RSUs for which underlying shares have been sold to cover tax liability). In addition to the 760 shares sold as reported in this row and the 756 shares from this grant sold on April 16, 2026 as reported in the Form 4 filed on April 20, 2026, an additional 754 shares were sold to cover tax liability previously (before the Reporting Person was subject to Section 16), such that only 4,730 ordinary shares are currently held by the Reporting Person from the 7,000 RSUs originally granted.
- F3The ordinary shares reported in this row consist of the remaining shares (following sales to cover tax liability) underlying 21,500 RSUs originally granted by the Issuer to the Reporting Person that began vesting on October 15, 2025. Such RSUs vest equally on a quarterly basis over seven calendar quarters (approximately 14.286% per quarter), such that all such RSUs (reduced by any RSUs for which underlying shares have been sold to cover tax liability) will be fully vested by July 15, 2027. In addition to the 1,000 shares sold as reported in this row and the 995 shares from this grant sold on April 16, 2026 as reported in the Form 4 filed on April 20, 2026, an additional 992 shares were sold to cover tax liability previously (before the Reporting Person was subject to Section 16), such that only 18,513 RSUs and/or underlying ordinary shares are currently held by the Reporting Person from the 21,500 RSUs originally granted.
- F4There 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.
- F5The ordinary shares reported in this row consist of shares underlying RSUs granted to the Reporting Person by the Issuer that began vesting on March 13, 2025 and that vest (and settle for underlying ordinary shares) in their entirety on December 31, 2027.
- F6The ordinary shares reported in this row consist of shares underlying RSUs granted to the Reporting Person by the Issuer that began vesting on March 13, 2025 and that are now fully vested and have settled for underlying ordinary shares (as of July 15, 2026).
- F7The ordinary shares reported in this row consist of the remaining shares (following sales to cover tax liability) underlying 36,000 RSUs originally granted to the Reporting Person by the Issuer that began vesting on July 1, 2025 and that vest (and settle for underlying ordinary shares) in accordance with the following schedule: 33.33% of the RSUs vested upon the one-year anniversary of the vesting commencement date, and the remaining RSUs vest equally on a quarterly basis over the following eight quarters (8.3325% per quarter) such that all such RSUs (reduced by any RSUs for which underlying shares have been sold to cover tax liability) will be vested by the three-year anniversary of the vesting commencement date (July 1, 2028).
- F8The ordinary shares reported in this row consist of shares underlying RSUs granted to the Reporting Person by the Issuer that began vesting on October 15, 2025 and that vest (and settle for underlying ordinary shares) in their entirety on December 30, 2026.
- F9The ordinary shares reported in this row consist of shares underlying RSUs that were granted to the Reporting Person by the Issuer that began vesting on October 15, 2025 and that vest (and settle for underlying ordinary shares) in their entirety on December 30, 2027.
Remarks
Exhibit List: Exhibit 24.1 - Power of Attorney.