Sec Form 3/A Filing - Dagher Ibrahim B. @ BRAINSTORM CELL THERAPEUTICS INC. - 2024-04-17

FORM 3/A 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 Dagher Ibrahim B. 2. Issuer Name and Ticker or Trading Symbol BRAINSTORM CELL THERAPEUTICS INC. [ BCLI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Medical Officer (Last) (First) (Middle) C/O BRAINSTORM CELL THERAPEUTICS INC.,, 1325 AVENUE OF AMERICAS, 28TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/17/2024 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 04/22/2024 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 315,742 ( 1 ) D Common Stock 160,000 I By the Reporting Person's Roth IRA Common Stock 30,000 I See Note ( 2 )

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 Stock Option (Right to Buy) ( 1 ) $ 1.73 ( 3 ) 08/02/2033 Common Stock 80,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Dagher Ibrahim B. C/O BRAINSTORM CELL THERAPEUTICS INC., 1325 AVENUE OF AMERICAS, 28TH FLOOR NEW YORK, NY10019 Chief Medical Officer Signatures /s/ Ibrahim B. Dagher 01/07/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 3/A is being filed to amend the Form 3 that the Reporting Person filed on April 22, 2024, which inadvertently underreported the Reporting Person's direct ownership by 252,742 shares in Table I and omitted an option award as reported in Table II above. ( 2 )Represents shares held in a custodial account under the Uniform Transfers to Minors Act for the benefit of the Reporting Person's child. The Reporting Person is the custodian of such account. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. ( 3 )The options shall vest in equal monthly installments over 36 months following August 2, 2024, subject to continued service to the Issuer by the Reporting Person.

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.
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