Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
15 11월 2023 - 6:05AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
6-K
Report
of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under
the Securities Exchange Act of 1934
For
the month of November 2023 (Report No. 2)
Commission
file number: 001-41402
BRENMILLER
ENERGY LTD.
(Translation
of registrant’s name into English)
13
Amal St. 4th Floor, Park Afek
Rosh
Haayin, 4809249 Israel
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
CONTENTS
On
November 13, 2023, Brenmiller Energy Ltd. (the “Company”), convened a Special General Meeting of Shareholders (the “Meeting”).
Only shareholders of record as of the close of business on October 30, 2023, the record date for the Meeting, were entitled to vote at
the Meeting.
The
Meeting was called for the following purposes:
| Proposal No. 1 | To
increase of Authorized Share Capital by 100,000,000 Ordinary Shares and cancel the nominal value of the Company’s Ordinary Shares,
and to amend the Company’s articles of association to reflect the same. |
| Proposal No. 2 | To
approve a reverse split of the Company’s authorized and issued and outstanding shares at the ratio of 10:1, and to amend the Company’s
current articles of association to reflect the same. |
| Proposal No. 3 | To
approve and amend the Company’s current articles of association. |
At
the Meeting, a quorum was present and the Company’s shareholders approved all agenda items. The
effective date for when the Company’s Ordinary Shares will begin trading on the Nasdaq Capital Market on a split-adjusted basis
will be announced by the Company.
This Report of Foreign Private
Issuer on Form 6-K is incorporated by reference into the Company’s Registration Statements on Form F-3 (File Nos. 333-272377 and 333-273028)
and Form S-8 (File No. 333-272266),
filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report of Foreign Private Issuer
on Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
|
Brenmiller
Energy Ltd. |
|
|
|
Date:
November 14, 2023 |
By: |
/s/
Ofir Zimmerman |
|
|
Name: |
Ofir
Zimmerman |
|
|
Title: |
Chief
Financial Officer |
2
Brenmiller Energy (NASDAQ:BNRG)
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