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 July 2026
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.
CONTENTS
Proxy Materials for 2026 Annual General Meeting of Shareholders
Evogene Ltd. (“Evogene”) hereby publishes notice of its 2026 annual general meeting of shareholders (the “Meeting”), which is scheduled to take place at 12:00 p.m. (Israel time) on Friday, September 4, 2026, at Evogene’s offices at 13 Gad Feinstein Street, Park Rehovot, Rehovot, Israel.
Shareholders of record at the close of business on Tuesday, August 11, 2026, are entitled to vote at the
Meeting.
Attached as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K (this “Form 6-K”) is the Notice of Annual General
Meeting of Shareholders, which contains information concerning the agenda for the Meeting, the required majority for approval of each proposal at the Meeting, the voting procedure, and additional general matters related to the Meeting.
Attached as Exhibit 99.2 to this Form 6-K is the Company’s proxy statement for the Meeting, which describes in greater detail the proposals to be presented at the
Meeting, including background information related to the proposals, additional logistical information concerning the required vote and means of voting on the proposals, and general information concerning Evogene’s board of directors and corporate
governance.
Attached as Exhibit 99.3 to this Form 6-K is the form of proxy card being distributed by Evogene to its shareholders of record as of the record date for the Meeting,
which serves as the primary means for those shareholders to cast their votes on the proposals to be presented at the Meeting.
Attached as Exhibit 99.4 to this Form 6-K is a letter from Evogene’s board of directors to shareholders in connection with Proposal 1 for the 2026 annual general
meeting.
Departure of Executive Officer
Evogene reports that Ms. Olga Nissan has stepped down from her position as the Company’s VP Business Development, effective as of July 31, 2026. A search for a replacement is
being conducted. Evogene thanks Ms. Nissan for her service.
Exhibits
Incorporation by Reference
The contents of this Form 6-K, as well as Exhibits 99.1, 99.2, and 99.3 hereto, are incorporated by reference in the registration statements on Form F-3 (Securities and
Exchange Commission File No.’s
333-277565 and
333-294650),
and Form S-8 (SEC File No.’s
333-193788,
333-201443,
333-203856,
333-259215,
333-286197 and
333-294648) of Evogene, and will be a part
thereof from the date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
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.
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Date: July 31, 2026
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EVOGENE LTD.
(Registrant)
By: /s/ Ofer Haviv
Ofer Haviv
Chief Executive Officer
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