Report of Foreign Issuer (6-k)
January 22 2020 - 04:31PM
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 2020
Commission
File Number 333-206989
Ability Inc.
(Translation
of registrant’s name into English)
Yad
Harutzim 14
Tel Aviv 6770007, Israel
(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): ____
The
information contained in this report is hereby incorporated by
reference into the Company’s Registration Statements on Form F-3
(333-226288) and Form S-8 (333-228465).
ABILITY
INC.
On January 20, 2020, Ability Inc. (the “Company”) published four
immediate reports in Israel.
Three of the immediate reports reported that following the
Company’s delisting from the Nasdaq, the Company has transitioned
from being a dual-listed company to a public company, and as a
result, certain corporate governance provisions of the Israeli
Companies Law, 1999 have been applied to the Company, including the
duty to appoint external directors to its Board of Directors.
According to the three immediate reports, given the current
directors’ inability to serve as external directors, the Company is
obligated to appoint external directors who are not the currently
serving directors. However, the remuneration of external directors
in addition to the remuneration of the Company’s current directors
will place a significant financial burden on the Company. In view
of the limited budgetary resources available to the Company, three
of the Company’s directors, Joseph Tenne, Limor Beladev and Avraham
Dan, notified the Company that they resigned from the Company’s
Board of Directors, effective January 19, 2020. Translated copies
of the three immediate reports regarding the resignation of the
directors are attached hereto as Exhibits 99.1, 99.2 and 99.3 and
incorporated by reference herein.
In addition, the Company published a fourth immediate report in
Israel reporting the convening of a special general meeting of the
Company for purposes of approving the appointment of new external
directors of the Company and approving their terms of service and
employment. A translated copy of such fourth immediate report,
including the voting card attached thereto, is attached hereto as
Exhibit 99.4 and incorporated by reference herein.
Exhibits
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 hereunto duly authorized.
|
ABILITY
INC. |
|
|
|
Date:
January 22, 2020 |
By: |
/s/
Anatoly Hurgin |
|
|
Anatoly
Hurgin |
|
|
Chief
Executive Officer |
2
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