Intercure Ltd. — Proxy Solicitation & Information Statement 2024

Sep 17, 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

of the Securities Exchange Act of 1934

For the month of September 2024

Commission File Number: 001-40614

INTERCURE LTD.

(Translation of registrant’s name into English)

85 Medinat ha-Yehudim Street

Herzliya, 4676670, Israel

Tel: +972 77 460 5012

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover 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): ____

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On September 13, 2024, Intercure Ltd. (the “ Company ”) announced that it will hold an Extraordinary General Meeting of Shareholders (the “ Meeting ”) on October 28, 2024 at 4:00 p.m. (Israel time), at the offices of the Company’s attorneys, Doron Tikotzky Kantor Gutman & Amit Gross., 7 Metsada St., B.S.R Tower 4, 33 Floor, Bnei Brak, Israel.

This Amendment No. 1 on Form 6-K/A is being furnished to amend and restate the prior Form 6-K filed on September 13, 2024 and the Notice and Proxy Statement, in order to clarify that the record date of the meeting is September 20, 2024. No other changes have been made to the Notice and Proxy Statement.

In connection with the Meeting, the Company furnishes the following documents:

1. A copy of the Notice and Proxy Statement with respect to the Company’s Meeting describing the proposals to be voted upon at the Meeting, the procedure for voting in person or by proxy at the Meeting and various other details related to the Meeting, attached hereto as Exhibit 99.1; and

2. A form of Proxy Card whereby holders of ordinary shares of the Company may vote at the Meeting without attending in person, attached hereto as Exhibit 99.2.

Exhibit Index

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Notice
and Proxy Statement with respect to the Company’s Extraordinary General Meeting of Shareholders |
| 99.2 | Proxy
Card for holders of ordinary shares with respect to the Company’s Extraordinary General Meeting of Shareholders |

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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.

| | INTERCURE
LTD. |
| --- | --- |
| Date:
September 17, 2024 | /s/
Amos Cohen |
| | Amos
Cohen Chief
Financial Officer |

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