UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

SCHEDULE 13G
(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)

 

(Amendment No.11)

 

MIND C.T.I. Ltd.


(Name of Issuer)

 

Ordinary Shares, NIS 0.01 nominal value


(Title of Class of Securities)

 

M7024010


(CUSIP Number)

 

March  5, 2015


(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

 

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in 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 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).

 

 
 

 

CUSIP NO. M7024010
   
SCHEDULE 13G
   
1. NAME OF REPORTING PERSONS
  I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
   
  Monica Iancu (formerly Eisinger)
   
 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) ¨
(b) ¨
   
 3. SEC USE ONLY
   
   
 4. CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Israel
     
NUMBER OF 5. SOLE VOTING POWER  
     
SHARES   3,316,625
     
BENEFICIALLY 6. SHARED VOTING POWER  
     
OWNED BY   None
     
EACH 7. SOLE DISPOSITIVE POWER  
     
REPORTING   3,316,625
     
PERSON 8. SHARED DISPOSITIVE POWER  
     
WITH   None
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
   
  3,316,625  
   
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  
   
  Not Applicable ¨
   
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
   
  17.34%
   
12. TYPE OF REPORTING PERSON*
   
  IN

 

 
 

 

Item 1

 

(a). Name of Issuer:

 

MIND C.T.I. Ltd.


(b). Address of Issuer's Principal Executive Offices:

 

Industrial Park, Building 7, P.O. Box 144, Yoqneam 20692 Israel

 


Item 2

 

(a). Name of Person Filing:

 

Monica Iancu (formerly Eisinger)


(b). Address of Principal Business Office, or if None, Residence:

 

64 Pinkas, Tel Aviv, Israel

 


(c). Citizenship:

 

Israel

 

(d). Title of Class of Securities:

 

Ordinary shares, NIS 0.01 nominal value ("Ordinary Shares")

 


(e). CUSIP Number:

 

M7024010


Item 3. If this Statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

Not applicable

 

 
 

  

Item 4. Ownership.

 

(a) Amount beneficially owned:

 

3,316,625

 

(b) Percent of class:

 

17.34%

 

(c) Number of shares as to which such person has:

 

(i) Sole power to vote or to direct the vote

 

3,316,625

 

(ii) Shared power to vote or to direct the vote

 

None

 

(iii) Sole power to dispose or to direct the disposition of

 

3,316,625

 

(iv) Shared power to dispose or to direct the disposition of

 

None

 

Item 5. Ownership of Five Percent or Less of a Class.

 

Not Applicable

 


Item 6. Ownership of More Than Five Percent on Behalf of Another Person.

 

Not Applicable

 


Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company

 

Not Applicable

 


Item 8. Identification and Classification of Members of the Group.

 

Not Applicable

 


Item 9. Notice of Dissolution of Group.

 

Not Applicable

 


Item 10. Certifications.

 

Not Applicable

 

 
 

 

 

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.

 

March 5, 2015

 

Date

 

  /s/ Monica Iancu  
  Monica Iancu  

 

Name/Title