| Item 1. | |
| (a) | Name of issuer:
CYABRA, INC. |
| (b) | Address of issuer's principal executive offices:
13 Gershon Shatz, Tel Aviv, Israel 6997543 |
| Item 2. | |
| (a) | Name of person filing:
This report on Schedule 13G is being filed by (i) Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the "Sponsor") and (ii) Joseph Hammer ("Mr. Hammer" and, collectively with the Sponsor, the "Reporting Persons").
The Sponsor and Mr. Hammer have entered into a Joint Filing Agreement, dated the date hereof, pursuant to which the Sponsor and Mr. Hammer have agreed to file this statement and any subsequent amendments hereto jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act. Any disclosures herein with respect to persons other than the Sponsor and Mr. Hammer are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed as an admission that any of the forgoing persons is, for the purposes of Section 13 of the Act, the beneficial owner of the Common Stock reported herein. |
| (b) | Address or principal business office or, if none, residence:
The principal place of business of each of the Reporting Persons is 510 Madison Avenue, Suite 1401, New York, NY 10022. |
| (c) | Citizenship:
Trailblazer Sponsor Group, LLC is a Delaware limited liability company. Joseph Hammer is a citizen of the United States. |
| (d) | Title of class of securities:
Common Stock, par value $0.0001 per share |
| (e) | CUSIP Number(s):
23249H105 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
As of March 27, 2026 (the "Event Date"), the Sponsor is the record holder of 2,158,949 shares of common stock, par value $0.0001 per share (the "Common Stock") of Cyabra, Inc. (the "Issuer"). As a result of the foregoing, the Sponsor beneficially owns approximately 15.6% of the outstanding shares of Common Stock of the Issuer as of the Event Date. Ownership percentages are based on 13,814,167 shares of Common Stock issued and outstanding as of March 27, 2026, as disclosed by the Issuer directly to the Reporting Persons. Mr. Hammer is the manager of the Sponsor and has voting and dispositive power over the securities held of record by the Sponsor. Mr. Hammer disclaims any beneficial ownership of the securities held by the Sponsor, except to the extent of his pecuniary interest therein. |
| (b) | Percent of class:
15.6% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
Trailblazer Sponsor Group, LLC - 2,158,949 shares of Common Stock
Joseph Hammer - 2,158,949 shares of Common Stock
|
| | (ii) Shared power to vote or to direct the vote:
Trailblazer Sponsor Group, LLC - 0
Joseph Hammer - 0
|
| | (iii) Sole power to dispose or to direct the disposition of:
Trailblazer Sponsor Group, LLC - 2,158,949 shares of Common Stock
Joseph Hammer - 2,158,949 shares of Common Stock
|
| | (iv) Shared power to dispose or to direct the disposition of:
Trailblazer Sponsor Group, LLC - 0
Joseph Hammer - 0
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| |
Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)