Clal Insurance Enterprises Holdings Ltd. filed a Schedule 13G with the SEC on November 9, 2026, disclosing beneficial ownership of 6,331,544 ordinary shares of Tower Semiconductor Ltd. as of November 2, 2026.

Key Highlights

  • Aggregate beneficial ownership: Clal Insurance Enterprises Holdings Ltd. reported beneficial ownership of 6,331,544 ordinary shares of Tower Semiconductor Ltd.
  • Percent of class: The 6,331,544 shares represent 5.6% of Tower Semiconductor's outstanding ordinary shares, based on 113,517,666 shares outstanding as of September 30, 2026.
  • Direct account holding: Of the total reported shares, 85,519 ordinary shares are beneficially held for Clal's own account, according to the filing.
  • Managed funds: The remaining 6,246,025 ordinary shares are held for members of the public through provident funds, pension funds, and insurance policies managed by subsidiaries of Clal, which the filing states "operate under independent management and make independent voting and investment decisions."
  • Voting power: Clal reported zero sole voting power and shared voting power over all 6,331,544 shares; sole dispositive power is also reported as zero.
  • Triggering event date: The date of the event requiring this filing is listed as November 2, 2026.

Clal Insurance Discloses Shared Voting and Dispositive Power Over Tower Semiconductor Shares

According to the Schedule 13G filing, Clal Insurance Enterprises Holdings Ltd., an Israeli company headquartered at 36 Raul Walenberg St., Tel Aviv 66180, Israel, reported aggregate beneficial ownership of 6,331,544 ordinary shares, par value NIS 15.00 per share, of Tower Semiconductor Ltd. (NASDAQ:TSEM). The filing states that the percent of class represented is 5.6%, calculated using 113,517,666 ordinary shares issued and outstanding as of September 30, 2026, as reported by Tower Semiconductor in its Form 6-K filed with the SEC on October 13, 2026.

The filing makes a specific distinction regarding the nature of the reported ownership. Of the 6,331,544 shares, 85,519 are described as beneficially held for Clal's own account. The remaining 6,246,025 shares are held for members of the public through provident funds, pension funds, and insurance policies managed by Clal's subsidiaries. The filing states that those subsidiaries "operate under independent management and make independent voting and investment decisions," and explicitly notes that the filing "shall not be construed as an admission by Clal, that it is the beneficial owner of more than 85,519 Ordinary Shares covered by this Statement."

Clal reported no sole voting power and no sole dispositive power over any of the shares. All 6,331,544 shares are reported under shared voting power and shared dispositive power. The filing was signed by Eran Czerninski and Barak Benski, both listed as authorized signatories of Clal Insurance Enterprises Holdings Ltd., and dated November 8, 2026. The filing certifies that the securities "were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer."

What Was Disclosed

Clal Insurance Enterprises Holdings Ltd. filed a Schedule 13G disclosing beneficial ownership of 6,331,544 Tower Semiconductor ordinary shares, equal to 5.6% of the class, with all voting and dispositive power reported as shared and the majority of shares held through independently managed subsidiaries.