Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)

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

Under the Securities Exchange Act of 1934

For the Month of May 2022

Commission file number 001-14184

B.O.S. Better Online Solutions Ltd.

(Translation of Registrant’s Name into English)

20 Freiman Street, Rishon LeZion, 7535825, Israel

(Address of principal executive office)

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): ___________

Item 1.01. Entry into a Material Definitive Agreement.

BOS Better Online Solutions Ltd. (“BOS” or the “Company”) (NASDAQ: BOSC), announced on May 2, 2022, that it entered into a definitive agreement with several investors for the purchase and sale of 450,000 Ordinary Shares and 225,000 Warrants at a combined purchase price of $990,000 in a registered direct offering. The Warrants will have an exercise price of $2.20 per Ordinary Share, will be immediately exercisable and will expire in five years. The closing of the offering is expected to occur on or about May 3, 2022, subject to the satisfaction of customary closing conditions.

B.O.S. Better Online Solutions Ltd.

This Form 6-K, including the exhibits below, is hereby incorporated by reference into all effective registration statements filed by us under the Securities Act of 1933, as amended, to the extent not superseded by documents or reports subsequently filed or furnished.

Attached hereto are the following exhibits:

5.1		Opinion of Gornitzky & Co.
5.2		Opinion of Phillips Nizer LLP.
10.1		Form of Securities Purchase Agreement.
10.2		Form of Warrant.
99.1		Press Release: BOS Announces $990,000 Registered Direct Offering.

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.

	B.O.S. Better Online Solutions Ltd.
	(Registrant)

	By:	/s/ Eyal Cohen
		Eyal Cohen
		Chief Executive Officer

Dated: May 2, 2022

EXHIBIT INDEX

EXHIBIT NO.		DESCRIPTION

5.1		Opinion of Gornitzky & Co.
5.2		Opinion of Phillips Nizer LLP.
10.1		Form of Securities Purchase Agreement.
10.2		Form of Warrant.
99.1		Press Release: BOS Announces $990,000 Registered Direct Offering.