Foresight Autonomous Holdings Ltd. — Proxy Solicitation & Information Statement 2024

Jul 22, 2024

6-K/A 1 form6-ka.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K/A

(Amendment No. 1)

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of: July 2024 (Report No. 4)

Commission file number: 001-38094

FORESIGHT AUTONOMOUS HOLDINGS LTD.

(Translation of registrant’s name into English)

7 Golda Meir

Ness Ziona 7403650 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 ☐

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EXPLANATORY NOTE

This Report on Form 6-K/A (this “ Amendment ”) amends the Report on Form 6-K filed by Foresight Autonomous Holdings Ltd. (the “ Company ”) on July 19, 2024 (the “ Original 6-K ”) solely to include the Company’s Amended and Restated Compensation Policy as Exhibit A to the Notice of Meeting, Proxy Statement and Proxy Card for the Annual and Extraordinary General Meeting of Shareholders to be held on August 26, 2024 (the “ Meeting ”).

Except as described above, this Amendment speaks as of the original filing date of the Original 6-K and does not amend, update or restate any information set forth in the Original 6-K or reflect any events that occurred subsequent to the original filing date of the Original 6-K.

CONTENTS

Annual and Extraordinary General Meeting of Shareholders

Attached hereto and incorporated by reference herein is (i) the Notice of Meeting, Proxy Statement and Proxy Card for the Annual and Extraordinary General Meeting of Shareholders of the Company to be held on Sunday, August 26, 2024, and (ii) voting instruction form which will be sent to holders of American Depositary Shares by The Bank of New York Mellon.

Only shareholders of record who hold ordinary shares, no par value (the “ Ordinary Shares ”), or American Depositary Shares representing Ordinary Shares, of the Company at the close of business on July 22, 2024, will be entitled to vote at the Meeting and any postponement or adjournments thereof.

This Report on Form 6-K is incorporated by reference into the Registrant’s Registration Statements on Form F-3 (File No. 333-276709 ) and Form S-8 (Registration Nos. 333-229716 , 333-239474 , 333-268653 and 333-280778 ), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Notice of Meeting, Proxy Statement and Proxy Card for the Annual and Extraordinary General Meeting of Shareholders to be held on August 26, 2024. |
| 99.2 | Voting Instruction Form for Holders of American Depositary Shares. |

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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.

| | Foresight
Autonomous Holdings Ltd. | |
| --- | --- | --- |
| | (Registrant) | |
| Date:
July 22, 2024 | By: | /s/
Eli Yoresh |
| | Name: | Eli
Yoresh |
| | Title: | Chief
Financial Officer |

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