Beneficial Ownership Report · SCHEDULE 13G
Nuran Wireless Inc.
Beneficial Ownership Report
Structured filing — SCHEDULE 13G
primary_doc.xml
Subject company
- Company
- Nuran Wireless Inc.
- Company CIK
- 0001680637
- Street
- 2150 CYRILLE-DUQUET STREET, SUITE 100
- City
- QUEBEC
- State / country code
- A8
- Postal code
- G1N 2G3
Statement details
- Security class
- Common Shares, no par value
- Event date
- 06/30/2026
- Rule designation
- Rule 13d-1(d)
Reporting person 1
- Name
- Wagner Menachem
- Citizenship / organization
- A2
- Reporting person type
- IN
- Aggregate amount owned
- 1,344,276.00
- Percent of class
- 9.9
- Sole voting power
- 1,344,276.00
- Shared voting power
- 0.00
- Sole dispositive power
- 1,344,276.00
- Shared dispositive power
- 0.00
- Comments
- The amount set forth in rows (5), (7) and (9) includes (i) 972,019 shares of the Issuer's common shares ("Common Shares") held by 10223778 Manitoba Ltd., a Manitoba corporation ("10223778 Manitoba Ltd."), which the reporting person has sole voting and sole dispositive power over, (ii) 750 shares held by Stylecue LLC, a Delaware limited liability company, which the reporting person has sole voting and dispositive power over, and (ii) 371,507 Common Shares that could be issued upon the partial exercise of warrants to purchase Common Shares (the "Warrants") held by 10223778 Manitoba Ltd. The Warrants are subject to a provision contained therein limiting beneficial ownership to an aggregate maximum of 9.99%. The percentage set forth in item 11 is calculated based on (i) 13,084,716 Common Shares of the Issuer outstanding as of June 30, 2026 as reported in the Form 6-K filed by the Issuer with the Securities and Exchange Commission on September 3, 2026 and (ii) 371,507 Common Shares issuable upon exercise of the Warrants, representing the maximum number of Common Shares that may be acquired without exceeding the 9.99% beneficial ownership limitation.
Item 1
Issuer
Nuran Wireless Inc.
Principal executive office address
2150 CYRILLE-DUQUET STREET, SUITE 100, QUEBEC, QUEBEC, CANADA, G1N 2G3.
Item 2
Citizenship
Manitoba, Canada
Filing person
Menachem Wagner
Principal business or residence address
360 Main Street, 30th Floor, Winnipeg, MB, Canada R3C 4G1
Item 3
Not applicable indication
Y
Item 4
Percent of class
9.9%
Amount beneficially owned
1,344,276
Sole voting power
1,344,276
Shared voting power
0
Sole dispositive power
1,344,276
Shared dispositive power
0
Item 5
Not applicable indication
Y
Ownership of 5% or less
N
Item 6
Not applicable indication
Y
Item 7
Not applicable indication
Y
Item 8
Not applicable indication
Y
Item 9
Not applicable indication
Y
Item 10
Not applicable indication
N
Signature 1
- Reporting person
- Wagner Menachem
- Signed
- Menachem Wagner
- Title
- Menachem Wagner
- Date
- 09/21/2026
Company context
NuRAN Wireless Inc. (Nasdaq: NUR; FSE: 1RN) is a rural telecommunications infrastructure company connecting remote and underserved communities across Africa. Through its Network-as-a-Service model, NuRAN finances, builds, owns, operates and maintains 2G, 3G and 4G mobile network infrastructure for mobile network operators seeking to expand coverage outside urban markets. NuRAN has more than 5,000 sites under contract, of which a portion have been built and are operating today. The Company combines telecommunications engineering, low-power wireless technology, renewable-energy-enabled infrastructure, site selection and field operations to solve the economic and technical challenges of rural mobile coverage.