Form SCHEDULE 13D/A Childrens Place, Inc. Filed by: Mithaq Capital SPC
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)*
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Childrens Place, Inc. (Name of Issuer) |
Common Shares, par value $0.10 per share (Title of Class of Securities) |
(CUSIP Number) |
Turki Saleh A. AlRajhi c/o Synergy, Anas Ibn Malik Road, Al Malqa, Riyadh, T0, 13521 966 11 222 2210 Muhammad Asif Seemab 330 Forest Avenue, Locust Valley, NY, 11560 516 644 0689 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/11/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Mithaq Capital SPC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
1. The Reporting Persons (as defined below) other than Snowball (as defined below) and Muhammad Asif Seemab are each reporting beneficial ownership of an aggregate of 13,593,236 Common Shares, including beneficial ownership of 1,722 Common Shares held directly by Snowball and shared dispositive power of 500,000 Common Shares owned by Mr. Seemab. The Common Shares stated above as beneficially owned by the Reporting Persons other than Snowball and Mr. Seemab represent approximately 61.1% of the outstanding Common Shares as calculated pursuant to Note 2 below. Snowball beneficially owns 1,722 Common Shares, which represent approximately 0.0% of the outstanding Common Shares as calculated pursuant to Note 2 below. Mr. Seemab, a Reporting Person, directly owns 103,583 Common Shares, which are not included in the above totals, and an additional 500,000 Common Shares, which are included in Shared Dispositive Power but excluded from Shared Voting Power.
2. All percentage calculations set forth herein are based upon the 22,237,067 Common Shares stated by the Issuer in its Quarterly Report on Form 10-Q filed with the United States Securities and Exchange Commission on June 12, 2026 as being issued and outstanding as of the close of business on June 8, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Mithaq Global | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
1. The Reporting Persons (as defined below) other than Snowball (as defined below) and Muhammad Asif Seemab are each reporting beneficial ownership of an aggregate of 13,593,236 Common Shares, including beneficial ownership of 1,722 Common Shares held directly by Snowball and shared dispositive power of 500,000 Common Shares owned by Mr. Seemab. The Common Shares stated above as beneficially owned by the Reporting Persons other than Snowball and Mr. Seemab represent approximately 61.1% of the outstanding Common Shares as calculated pursuant to Note 2 below. Snowball beneficially owns 1,722 Common Shares, which represent approximately 0.0% of the outstanding Common Shares as calculated pursuant to Note 2 below. Mr. Seemab, a Reporting Person, directly owns 103,583 Common Shares, which are not included in the above totals, and an additional 500,000 Common Shares, which are included in Shared Dispositive Power but excluded from Shared Voting Power.
2. All percentage calculations set forth herein are based upon the 22,237,067 Common Shares stated by the Issuer in its Quarterly Report on Form 10-Q filed with the United States Securities and Exchange Commission on June 12, 2026 as being issued and outstanding as of the close of business on June 8, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Mithaq Capital | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
1. The Reporting Persons (as defined below) other than Snowball (as defined below) and Muhammad Asif Seemab are each reporting beneficial ownership of an aggregate of 13,593,236 Common Shares, including beneficial ownership of 1,722 Common Shares held directly by Snowball and shared dispositive power of 500,000 Common Shares owned by Mr. Seemab. The Common Shares stated above as beneficially owned by the Reporting Persons other than Snowball and Mr. Seemab represent approximately 61.1% of the outstanding Common Shares as calculated pursuant to Note 2 below. Snowball beneficially owns 1,722 Common Shares, which represent approximately 0.0% of the outstanding Common Shares as calculated pursuant to Note 2 below. Mr. Seemab, a Reporting Person, directly owns 103,583 Common Shares, which are not included in the above totals, and an additional 500,000 Common Shares, which are included in Shared Dispositive Power but excluded from Shared Voting Power.
2. All percentage calculations set forth herein are based upon the 22,237,067 Common Shares stated by the Issuer in its Quarterly Report on Form 10-Q filed with the United States Securities and Exchange Commission on June 12, 2026 as being issued and outstanding as of the close of business on June 8, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Turki Saleh A. Alrajhi | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
SAUDI ARABIA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,593,236.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
1. The Reporting Persons (as defined below) other than Snowball (as defined below) and Muhammad Asif Seemab are each reporting beneficial ownership of an aggregate of 13,593,236 Common Shares, including beneficial ownership of 1,722 Common Shares held directly by Snowball and shared dispositive power of 500,000 Common Shares owned by Mr. Seemab. The Common Shares stated above as beneficially owned by the Reporting Persons other than Snowball and Mr. Seemab represent approximately 61.1% of the outstanding Common Shares as calculated pursuant to Note 2 below. Snowball beneficially owns 1,722 Common Shares, which represent approximately 0.0% of the outstanding Common Shares as calculated pursuant to Note 2 below. Mr. Seemab, a Reporting Person, directly owns 103,583 Common Shares, which are not included in the above totals, and an additional 500,000 Common Shares, which are included in Shared Dispositive Power but excluded from Shared Voting Power.
2. All percentage calculations set forth herein are based upon the 22,237,067 Common Shares stated by the Issuer in its Quarterly Report on Form 10-Q filed with the United States Securities and Exchange Commission on June 12, 2026 as being issued and outstanding as of the close of business on June 8, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Muhammad Asif Seemab | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
PAKISTAN
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
13,696,819.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
61.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
1. The Reporting Persons (as defined below) other than Snowball (as defined below) and Muhammad Asif Seemab are each reporting beneficial ownership of an aggregate of 13,593,236 Common Shares, including beneficial ownership of 1,722 Common Shares held directly by Snowball and excluding beneficial ownership of 103,583 Common Shares held directly by Mr. Seemab. The Common Shares stated above as beneficially owned by the Reporting Persons other than Snowball represent approximately 61.6% of the outstanding Common Shares as calculated pursuant to Note 2 below. Snowball beneficially owns 1,722 Common Shares, which represent approximately 0.0% of the outstanding Common Shares as calculated pursuant to Note 2 below. Of the Common Shares owned directly by Mr. Seemab, 103,583 were received as a distribution from Mithaq Capital SPC ("Mithaq") and 500,000 transferred to him pursuant to a restricted stock award from Mithaq. Mr. Seemab possesses sole voting power and sole dispositive power over 103,583 shares, which represent approximately 0.5% of the outstanding Common Shares. Of the additional 500,000 Common Shares owned by Mr. Seemab, the Reporting Persons (including Mr. Seemab) share dispositive power and Mr. Seemab possesses sole voting power. The 603,583 Common Shares owned by Mr. Seemab represent approximately 2.7% of the outstanding Common Shares.
2. All percentage calculations set forth herein are based upon the 22,237,067 Common Shares stated by the Issuer in its Quarterly Report on Form 10-Q filed with the United States Securities and Exchange Commission on June 12, 2026 as being issued and outstanding as of the close of business on June 8, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
SNOWBALL COMPOUNDING LTD. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
1,722.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
All percentage calculations set forth herein are based upon the 22,237,067 Common Shares stated by the Issuer in its Quarterly Report on Form 10-Q filed with the United States Securities and Exchange Commission on June 12, 2026 as being issued and outstanding as of the close of business on June 8, 2026.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Shares, par value $0.10 per share |
| (b) | Name of Issuer:
Childrens Place, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
500 Plaza Drive, Secaucus,
NEW JERSEY
, 07094. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The disclosure set forth in Item 4 of this Amendment No. 10 is incorporated herein by reference. | |
| Item 4. | Purpose of Transaction |
Introductory Note
This Amendment No. 10 to Schedule 13D (this "Amendment No. 10") amends and supplements the Schedule 13D filed by the Reporting Persons with the SEC on February 16, 2024, as amended and supplemented by Amendments No. 1 through No. 9 to Schedule 13D filed by the Reporting Persons with the SEC on various dates between March 4, 2024 and July 7, 2026 (collectively the "Initial 13D", and the Initial 13D as amended and supplemented by this Amendment No. 10, the "Schedule 13D") relating to the common shares, par value $0.10 per share (the "Common Shares") of The Children's Place, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used in this Amendment No. 10 but not otherwise defined have the respective meanings ascribed to them in the Initial 13D.
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraphs to the end thereof:
In Amendment No. 9, the Reporting Persons reported that Mithaq had granted stock awards to Mr. Seemab in the form of Restricted Stock in an aggregate amount of 500,000 Common Shares. At that time, Mithaq and Mr. Seemab had reached an agreement in principle concerning the stock awards. A definitive agreement concerning such awards was entered into between Mithaq and Mr. Seemab on August 11, 2026, which has been formalized as the grant date. Pursuant to the agreement, the 500,000 shares will be transferred to Mr. Seemab, who will have sole voting power over such shares and the right to receive any dividends paid on such shares. Other than the grant date, the terms of the award remain unchanged from the information in Amendment No. 9, which had reported the grant date of July 11, 2026. The vesting schedule remains the same: (i) first one-third, when the Issuer's market capitalization reaches $265 million; (ii) second one-third, when the Issuer's market capitalization reaches $400 million; and (iii) the last one-third, when the Issuer's market capitalization reaches $600 million. Unless an extension is granted by Mithaq, any unvested Common Shares will expire on the 5th anniversary of the grant date (i.e., August 11, 2031) and any unvested Common Shares will revert to Mithaq. Unless the shares vest, Mr. Seemab may not transfer the shares. Mr. Seemab will have sole dispositive power over any vested shares.
The foregoing description of the restricted stock award to Mr. Seemab is qualified in its entirety by reference to the Restricted Stock Transfer Agreement dated August 11, 2026 between Mithaq and Mr. Seemab, a copy of which is filed as Exhibit 10.1 to this Amendment No. 10 and which is incorporated herein by reference. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Item 5(a) of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The information set forth in the Cover Pages and Item 4 of this Amendment No. 10 is incorporated herein by reference." |
| (b) | Item 5(b) of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The information set forth in the Cover Pages and Item 4 of this Amendment No. 10 is incorporated herein by reference." |
| (c) | Item 5(c) of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The information set forth in the Cover Pages and Item 4 of this Amendment No. 10 is incorporated herein by reference." |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Item 6 of the Initial 13D is hereby amended and supplemented by the addition of the following paragraph to the end thereof:
"The disclosure set forth in Item 4 of this Amendment No. 10 is incorporated herein by reference."
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| Item 7. | Material to be Filed as Exhibits. |
Exhibit 10-1 - Restricted Stock Transfer Agreement between Mithaq Capital SPC and Asif Seemab
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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ATTACHMENTS / EXHIBITS