UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer
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of incorporation)
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Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
(1) |
Election of each of Ilan Hadar, Dror J. Abramov, Ruth Alon, Ilan Levin, Avner Lushi, Shlomo Noy and Amnon Peled as a director serving on the Company’s board of
directors (the “Board of Directors”) until the next annual general meeting of the Company and until his or her successor is elected and
qualified:
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Name of Director Nominee
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Number of Votes and % of Votes in Favor (Excluding Abstentions)
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Number of Votes and % of Votes Against (Excluding Abstentions)
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Abstentions
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Ilan Hadar
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744,636
(96.9%)
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23,478
(3.1%)
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286,785
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Dror J. Abramov
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744,461
(96.9%)
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23,653
(3.1%)
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286,785
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Ruth Alon
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523,900
(68.2%)
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244,189
(31.8%)
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286,810
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Ilan Levin
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523,080
(68.1%)
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245,034
(31.9%)
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286,785
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Avner Lushi
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743,411
(96.8%)
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24,703
(3.2%)
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286,785
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Shlomo Noy
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744,726
(97%)
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23,263
(3%)
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286,910
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Amnon Peled
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743,753
(97%)
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23,361
(3%)
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287,785
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(2) |
Ratification of the appointment of Kesselman & Kesselman, a member of PricewaterhouseCoopers International Limited, as independent public accountants to audit the
accounts of the Company for the year ending December 31, 2025 and the additional period until the next annual general meeting of shareholders of the Company, and authorization of the Board of Directors to fix their remuneration in
accordance with the volume and nature of their services, or to delegate to the audit committee thereof to do so:
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Number of Votes and % of Votes in Favor (Excluding Abstentions)
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Number of Votes and % of Votes Against (Excluding Abstentions)
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Abstentions
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1,031,698 (98.3%)
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18,337 (1.7%)
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4,864
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(3) |
A proposal to allow the Board of Directors to effect a reverse share split of the Company’s ordinary shares at a ratio of 1-for-15 , whereby all issued and outstanding,
and all authorized but unissued, ordinary shares, par value $0.0009, of the Company, will be consolidated on a 1-for-15 basis, into a lesser number of ordinary shares, par value $0.0135 per share, of the Company:
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Number of Votes and % of Votes in Favor (Excluding Abstentions)
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Number of Votes and % of Votes Against (Excluding Abstentions)
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Abstentions
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627,106 (59.6%)
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425,200 (40.4%)
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2,593
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(4) |
An increase to the number of ordinary shares reserved for issuance under the Company’s 2024 Equity Incentive Plan by 1,271,859 ordinary shares, to 1,428,268 ordinary
shares (which numbers of shares will be adjusted downwards proportionately based on the 1-for-15 ratio of the reverse share split under Proposal 3):
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Number of Votes and % of Votes in Favor (Excluding Abstentions)
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Number of Votes and % of Votes Against (Excluding Abstentions)
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Abstentions
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540,644 (58.3%)
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386,904 (41.7%)
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127,351
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SILEXION THERAPEUTICS CORP
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Date: July 14, 2025
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/s/ Ilan Hadar
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Name:
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Ilan Hadar
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Title:
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Chief Executive Officer
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