Evogene Ltd.

Foreign Filer Report • May 29, 2024

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 OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2024

Commission File Number: 001-36187

EVOGENE LTD.

(Translation of Registrant's Name into English)

13 Gad Feinstein Street, Park Rehovot Rehovot 7638517, 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 ☐

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): ____

CONTENTS

Attached hereto and incorporated by reference herein is the following exhibit:

99.1Evogene Investor Presentation.

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.

EVOGENE LTD. (Registrant)

Date: May 29, 2024

By: /s/ Yaron Eldad Yaron Eldad Chief Financial Officer

Exhibit 99.1

FORWARD LOOKING STATEMENT

This presentation contains "forward-looking to future events, and Evogene Ltd. (the "Company") may from time no ime make other statements, regarding our outlook or expectations for future financial or operating results and or affecting us that are considered "forward-looking statements" as defined in the U.S. Private Securities Litigation Act of 1995 (the "PSLRA") and other securities laws as amended. Statements of historical fact may be deemed to be forward-looking statements. Such forvardlooking statements may be identified by the use of such words as "believe", "should", "planned", "intend" "intend" and "potential" or words of similar meaning. We are using statements in this presentation when we discuss our value drivers, commercialization efforts and timing, product development and launches sizes and milestones, pipeline, as well as our capabilities and technology.

Such statements are based on current expections and assumptions, describe opinions about future events, involve certain risks and uncertainties which are difficult to predict and are not guarantees of future performance. Readers are cautioned that certain important factors may affect the Company sactual results to differ materially from any forward-looking statements hat may be made in this presentation. Therefore, actual future results, performance or achievements, and trends in the may differ materially from what is expressed or implied by such forward-looking statements due to a variety of factors, many of which are beyond our control, including, without limitation, the current war between Israel, Hamas and Hezbollah and any worsening of the situation in Israel such as further mobilizations or escalation in the northern border of Israel in greater detail in Evogene's Annual Report on Form 20-F and in other information Evogene files and furnishes with the Israel Securities and Exchange Commission, including those factors under the heading "Risk Factors".

Except as required by applicable securities laws, we clication or commitment to update any information contained in this presentation or to publicly release the revisions to any statements that may be made to reflect future events or developments or changes in expectations, estimates, projections and assumptions.

The information contained herein does not constitute a prospectus or other offering document, nor does it constitute or form part of any invitation or offer to sell, or any solicitation of any invitation or offer to purchase or subscribe of Evogene or the Company, nor shall the information or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any action cor relating thereto or to the securities of Evogene or the Company.

The trademarks included herein are the property of the owners the reference purposes only. Such use should not be construed as an endorsement of our products or services. evogene

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Throughout History

HUMANS HAVE CONSISTENTLY INVESTED TIME AND RESOURCES IN THE PURSUIT OF IMPROVING LIFE, .. WELL-BEING, AND HEALTH, FUELED BY AN INNATE

DESIRE FOR PROGRESS & A BETTER FUTURE

DECODING BIOLOGY

OUR VISION

PIONEER GROUNDBREAKING LIFE-SCIENCE PRODUCTS ROOTED IN MICROBES, SMALL MOLECULES, AND GENOMICS

DIVERSE LIFE-SCIENCE INDUSTRIES

THE COMPLEX TY

OF LIFE SCIENCE PRODUCT DEVELOPMENT

Low probability of success with high cost and long time-to market

*Phillips McDougall, 2016.

evogene

developing-drugs-is-insane-a-paper-that-argued-otherwise-was-insanely-bad/?sh=7533a82d459

THE RESOURCE KILLER LIFE-SCIENCE PRODUCTS LONG-TAIL PROGESS

THE CHALLENGE |

evogene

finding the winning candidates out of a vast number of possible prospects that address a complex myriad of criteria, to reach higher success rate for products

TODAY WE ARF ON THE BRINK OF A HISTORIC SINGULARITY POINT

Computational technology advancements enable the discovery and optimization of the most promising candidates, addressing multiple development challenges towards successful life-science based products

BATA SCIENCE LIFE-SCIENCE PRODUCT DEVELOPMENT Acceleration ) ( Optimization ) ( Efficiency

evogene

OUR DECODING BIOLOCY MISSION

WE MERGE LIFE-SCIENCE WITH BIG DATA AND CUTTING-EDGE AI TECHNOLOGIES TO EFFECTIVELY DISCOVER AND OPTIMIZE BREAKTHROUGH LIFE-SCIENCE BASED PRODUCTS

WHEN LIFE-SCIENCE MEETS DISRUPTIVE TECHNOLOGIES

OUR SOLUTION

Breakthrough Products

Backed by Technology & Science

Born from over a decade of intensive R&D, fueled by millions of dollars in investment, merging life-science with big- data and cutting-edge Al technology, the CPB directs and accelerates life-science product discovery and optimization through dedicated Al Tech-Engines.

evogene

CPB | Computational Predictive Biology

WE DIRECT AND ACCELERATE LIFE-SCIENCE PRODUCT DISCOVERY & OPTIMIZATION

utilizing 3 dedicated Al tech-engines

evogene

The Result:

Promising candidates addressing multiple development challenges towards successful life-science-based products.

AI TECH-ENGINES

Direct & accelerate life-science product discovery & optimization

Computational selection of the most promising candidates to initiate the product development process.

Computational driven solution addressing optimization challenges for the selected candidates, without impairing their ability to address various other product attributes.

evøgene

POTENTIAL MARKET DIVERSITY

Structuring an 'ecosystem' of diverse product types to be developed utilizing our Al Tech-Engines

Potential Markets for MicroBoost Al (Example)

Capture the value of our Al tech-engines through diverse collaborative partnerships to accelerate life-science product development

Partnering with experts in specific fields complements our technology, enabling groundbreaking innovations and financial gains for Evogene.

______________________________________________________________________________________________________________________________________________________________________________

evogene

BUSINESS MODEL Two Main Partnership Structures

Capture the value of our Al tech-engines as product-development enablers, through:

LICENSING

A time-limited license grant for utilizing one of Evogene's tech-engines, to a related party for product development in a defined commercial field. In most cased the related party will be a subsidiary of Evogene.

COLLABORATION

Joint product development with a leading company utilizing Evogene's unique tech-engines. Typically, the partner leads later-stage development and product commercialization.

Potential revenue stream

• License fees & R&D reimbursement
• · Royalties from sale of end-products
• · Dividends to Evogene as a shareholder*
• · Significant one-time-payment upon an exit event**

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*Subject to meeting the Israeli divide nd tests and criteria. May no be distributed in the near future or at all. **As long as Evogene remains a major shareholder

Potential revenue stream

• · Upfront payments
• · R&D fees
• · Milestone payments
• · Royalties from sale of end-products

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MISSION

Evogene's

Subsidiary

Improve food quality, sustainability and agricultural productivity through microbiome-based, ag-biological products

' i la can la copy approval in the US S Canada including wheet, bater curver. Data was gathers Data was gathered in large side-ed in large side-ety-side field triasin the ** In 2023 Yalos™ wassold for wheet. 2023 trials for barley and durum look promising for potential 2024 expansion

casterra

Evogene's Subsidiary

Mission To provide an integrated solution for Industrial cultivation of castor for bio-based industries

casterra

Evogene's

Subsidiary

EVF716, EVF712, EVF701 Elite Castor Varieties

Casterra Signs a Framework Agreement with a World Leading Oil and Gas Company to Sell Its Castor Seeds for Sustainable Biofuel Production, with Initial Purchase Orders of \$9.1 Million

Casterra is expected to deliver the initial orders of its proprietary castor seeds, developed using Evogene's GeneRator Al tech engine, during 2023

Rehovot, Israel - June 21, 2023 - Casterra Ag Ltd. ("Casterra"), an integrated castor cultivation solution company and a subsidiary of Evogene Ltd. ("Evogene") (Nasdaq: EVGN; TASE: EVGN), announced today that it signed a framework agreement to sell seeds of its proprietary castor varieties to one of the world's leading oil and gas companies for cultivation in specific African territories. Initial purchase orders, valued at an aggregate of \$9.1 million, were received and the seeds are expected to be delivered during 2023. Casterra's high-yield, high-oil castor seed varieties are optimized for biofuel production to support the growing market of sustainable energy.

VISION

Pioneer groundbreaking life-science products rooted in microbe, small molecule, and genomics innovations.

MISSION

We merge scientific expertise with cutting-edge Al and big data technologies to discover and optimize innovative life-science products effectively.

OFFERING

3 dedicated Al Tech-Engines that efficiently direct and accelerate the development of breakthrough life-science products

BUSINESS STRATEGY MAXIMUM POTENTIAL, MINIMUM RISK

EVOGENE GROUP'S PRODUCTS & PARTNERSHIPS

THANK YOU

Annex I FINANCIAE OVERVIEW

KEY FINANCIALS: BALANCE SHEET

	Thousands of US \$	31.03.2024	31.12.2025
Key Points:	Current Assets	31,022	34,469
■ Consolidated cash position: ~\$26.6 million as of 31.03.2024	Long-Term Assets	15,758	16,632
No bank debt	Total Assets	46,780	51,101
	Current Liabilities	6,129	6,944
	Long-Term Liabilities (inc. ~ \$10m convertible SAFE at Lavie Bio)	15,268	15,472
	Equity attributable to equity holders of the Company	8,289	12,053
	Non-controlling interest	17,094	16,632
	Total Liabilities & Shareholders Equity	46,780	51,101

KEY FINANCIALS: BALANCE SHEET

______________________________________________________________________________________________________________________________________________________________________________

Key Points:

• · Q1 2024 revenue: \$4.2M vs. \$0.6M in Q1 2023; anticipating continued growth in 2024.
• · Q1 2024 net loss: \$3.8M vs. \$7.0M in Q1 2023.
• · Projected 2024 cash usage, excluding Lavie Bio and Biomica: \$8.0M, down 36% from \$12.5M in 2023.

Thousands of US \$	1-3/2024	1-3/2023
Revenues	4,190	641
Cost of revenues	310	322
Gross profit	3,880	319
Research and development. net	4,801	4,800
Sales and marketing	992	800
General and administrative	1,654	1,515
Other expenses	519
Total operating expenses, net	7,966	7,115
Operating loss	(4,086)	(6,796)
Financing income (expenses), net	241	(230)
Loss before taxes on income	(3,845)	(7,026)
Tax benefit		(45)
Loss	(3,845)	(6,981)

casterra

CASTOR OIL PRODUCTION

CASTERRA'S MISSION:

To provide an integrated solution for industrial cultivation of castor for bio-based industries

Powered by Gene RatorAl

Expected Value Drivers

Expanding the seed production operations in several sites in Africa & Latin America, to fulfill all existing orders

Strategic alliances-extending the collaboration frame ● in the biofuel space- more territories and new global partners

• Developing castor varieties that meet commercially valuable traits for the Biodiesel and Sustainable Aviation Fuel (SAF) industries
• Improving mechanical harvesting solutions through collaborations with global machinery companies

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Ag Biologicals

LAVIE BIO'S MISSION:

Improve food quality, sustainability and agriculture productivity through microbiome based, Al-driven, ag-biological products

72012 Established		745 Employees		HO
Products in development		Commercial product	IL, US & I	R&D
CURRENT PARTNERS	CORTEVA Investment & Collaboration	AICL Investment & Collaboration	syngenta Collaboration Collaboration

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Expected Value Drivers

BIO-PESTICIDES

• LAV311 US regulatory approval for bio-fungicide candidate for fruit rots - expected by 2024
• · LAV321 submission for Lavie Bio's bio-fungicide candidate for downy mildew to the US EPA for regulatory approval expected by 2025
• Co-development and licensing agreement for an additional bio-pesticide program with a large multinational company - expected by 2025

BIO-STIMULANTS

· Yalos™ - distribution licensing agreements and sales expansion in USA & Canada. Expansion to additional crops and an additional territory in 2025

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Human Microbiome

BIOMICA'S MISSION:

Discovery and development of novel microbiomebased therapeutics for human disorders, utilizing cutting edge computational capabilities

A017 Established	740 Employees	11 HQ R&D
phase 1	5 Leading program - Programs - clinical Recent financing /preclinical stage	S20M round
CURRENT PARTNERS	Investment

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Expected Value Drivers

IMMUNO-ONCOLOGY

• · Readout & completion of POC from first in-human study in 2024
• · Initiation of phase 2 in 2025

IBD

● Clinical batch production of drug candidate for IBD as preparation for Phase 1 clinical trials in USA, in 2024

IBS

● Advancement of pre-clinical studies and nomination of bacterial consortium for clinical trial

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AG-CHEMICALS

AGPLENUS' MISSION:

Design next-generation, effective, and sustainable crop protection products by leveraging predictive chemistry and biology

2018 Established	115 Employees	HQ R&D
Programs under development	Programs under collaboration	Strategic partners
CURRENT PARTNERS	CORTEVA BAYER Collaboration Collaboration

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Expected Value Drivers HERBICIDES

• Corteva collaboration achieve 2nd milestone
• Bayer collaboration design additional molecules

FUNCICIDES

• Identification of 2 selected novel targets
• · Generate HITs for the selected targets

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