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 December 2024
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
Notice, Proxy Statement and Proxy Card for Special General Meeting of Shareholders
Evogene Ltd. (“Evogene”)
hereby publishes a notice of a special general meeting of shareholders (the “Meeting”), which is scheduled to take place at 3:00 p.m. (Israel
time) on Wednesday, February 5, 2025, at Evogene’s offices at 13 Gad Feinstein Street, Park Rehovot, Rehovot, Israel.
Shareholders of record at the close of business on Monday, January 6, 2025, 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 Special General Meeting of Shareholders, which contains information concerning the agenda for the Meeting, the required majority for
approval of the 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 Proxy Statement for the Meeting, which describes in greater
detail the proposal to be presented at the Meeting, including background information related to the proposal, 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 proposal to be presented at the Meeting.
The contents of Exhibits 99.1, 99.2 and 99.3 to this Form 6-K are incorporated by reference in the registration
statements on
Form F-3 (Securities and Exchange Commission (“
SEC”) File No. 333-277565), and Form S-8 (SEC File Nos.
333-193788,
333-201443,
333-203856
and
333-259215) 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date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.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.
Date: December 30, 2024
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EVOGENE LTD.
(Registrant)
By: /s/ Yaron Eldad
Yaron Eldad
Chief Financial Officer
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