B Communication — AGM Information 2018

Apr 27, 2018

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

F O R M 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 April 2018

B COMMUNICATIONS LTD.

(Name of Registrant)

2 Dov Friedman Street, Ramat Gan 5250301, Israel (Address of Principal Executive Office)

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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________

B COMMUNICATIONS LTD.

The following exhibit is attached:

99.1 Bezeq's Meeting of Shareholders

SIGNATURE

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.

B Communications Ltd. (Registrant)

By: /s/ Doron Turgeman

Doron Turgeman Chief Executive Officer

Date: April 27, 2018

EXHIBIT NO. DESCRIPTION

99.1 Bezeq's Meeting of Shareholders

Re: Bezeq's Meeting of Shareholders

Ramat Gan, Israel – April 27, 2018 – B Communications Ltd. (the "Company") (NASDAQ Global Select Market and TASE: BCOM):

On April 26, 2018, the Company's subsidiary, Bezeq The Israel Telecommunications Corp. Ltd. ("Bezeq"), held its annual meeting of shareholders (the "Meeting"). In the Meeting, the following directors were elected to Bezeq's Board: Shlomo Rodav, Doron Turgeman, Ami Barlev, Orly Guy, Ilan Biran, Dov Kotler, David Granot, Rami Nomkin, Idit Lusky (an external director) and Amnon Dik (an external director). Three additional external directors were not up for re-election and are remaining.

All the elected directors were either recommended by the Company or that the Company supported their election.

In the Meeting, Bezeq's shareholders also approved a distribution of a cash dividend in the amount of NIS 368 million to the shareholders of Bezeq. The record date and the "Ex Dividend" date will be May 3, 2018 and the payment date will be May 10, 2018. The Company will be entitled to its pro rata share of the dividend distribution.

Forward-Looking Statements

This Report may contain forward-looking statements that are subject to risks and uncertainties. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, general business conditions in the industry, changes in the regulatory and legal compliance environments, the failure to manage growth and other risks detailed from time to time in B Communications' filings with the Securities Exchange Commission. These documents contain and identify other important factors that could cause actual results to differ materially from those contained in our projections or forward-looking statements. Stockholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update publicly or revise any forward-looking statement.