Report of Foreign Issuer (6-k)
January 28 2019 - 9:02AM
Edgar (US Regulatory)
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 January 2019
Commission file number 0-30070
AUDIOCODES
LTD.
(Translation of registrant’s name
into English)
1 Hayarden Street • Airport City,
Lod 7019900 • ISRAEL
(Address of principal executive office)
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
x
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): ____
Note:
Regulation S-T Rule 101(b)(1) only permits the
submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ____
Note:
Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer
must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized
(the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities
are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed
to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission
or other Commission filing on EDGAR.
On January 28, 2019,
AudioCodes Ltd. (the “Registrant”) issued a press release announcing financial results for the fourth quarter and full
year periods ended December 31, 2018, and other matters. A copy of the press release is attached hereto as Exhibit 1 and incorporated
by reference herein.
In addition, on January
28, 2019, the Registrant issued a press release announcing the declaration of a semi-annual dividend. A copy of the press release
is attached hereto as Exhibit 2 and incorporated by reference herein.
The information set
forth in (1) (a) the first, second, third and sixth paragraphs following the heading “Details,” and the two paragraphs
following the caption “Share Buy Back Program” of, and (b) the condensed consolidated balance sheets, condensed consolidated
statements of operations and condensed consolidated statements of cash flows contained in, the press release attached as Exhibit 1
to this Report on Form 6-K and (2) the first four paragraphs of the press release attached as Exhibit 2 to this Report on Form
6-K, are hereby incorporated by reference into (i) the Registrant’s Registration Statement on Form S-8, File No. 333-11894;
(ii) the Registrant’s Registration Statement on Form S-8, File No. 333-13268; (iii) the Registrant’s Registration Statement
on Form S-8, File No. 333-105473; (iv) the Registrant’s Registration Statement on Form S-8, File No. 333-144825; (v) the
Registrant’s Registration Statement on Form S-8, File No. 333-160330; (vi) the Registrant’s Registration Statement
on Form S-8, File No. 333-170676; (vii) the Registrant’s Registration Statement on Form S-8, File No. 333-190437; and (viii)
the Registrant’s Registration Statement on Form S-8, File No. 333-210438.
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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AUDIOCODES LTD.
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(Registrant)
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By:
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/s/ NIRAN BARUCH
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Niran Baruch
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Vice President Finance and
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Chief Financial Officer
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Dated: January 28, 2019
EXHIBIT INDEX
Exhibit
No.
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Description
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1
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Press release, dated January 28, 2019, announcing financial results for the fourth quarter and full year periods ended December 31, 2018, and other matters.
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2
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Press release, dated January 28, 2019, announcing the declaration of a semi-annual dividend.
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