Report of Foreign Issuer (6-k)

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

F O R M 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 June 17, 2019

MER TELEMANAGEMENT SOLUTIONS LTD.

(Name of Registrant)

15 Hatidhar Street, Ra'anana 43665, 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 ☒ 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): ☐

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐ No ☒

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________

MER Telemanagement Solutions Ltd.

On June 17, 2019, MER Telemanagement Solutions Ltd. (the “Company”) announced that on June 17, 2019, the Company’s institutional investor exercised its greenshoe option in part and purchased 438,597 convertible preferred shares in consideration of $500,000.

As previously disclosed, on October 31, 2018, the Company completed a $1.5 million sale of a newly-created class of convertible preferred shares to an institutional investor pursuant to a stock purchase agreement. The agreement included a greenshoe option for the future investment by the institutional investor of up to $1.5 million in the Company’s preferred shares at a price per preferred share of $1.14 during the 12 months period following the closing date of the agreement.

On March 29, 2019, the institutional investor exercised its greenshoe option in part and purchased 109,649 convertible preferred shares in consideration of $125,000.

About MTS

Mer Telemanagement Solutions Ltd. (MTS) is focused on innovative products and services for enterprises in the area of telecom expense management (TEM) and call accounting. Headquartered in Israel, MTS markets its solutions through wholly-owned subsidiaries in Israel, the U.S and Hong Kong, as well as through distribution channels. For more information please visit the MTS web site: www.mtsint.com .

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.