UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 16, 2020

ANCHIANO THERAPEUTICS LTD.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: +972 (2) 548-6555

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

* Not for trading; only in connection with the registration of American Depositary Shares.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x

Item 8.01 Other Events

Anchiano Therapeutics Ltd. (the “Company”) announces that it will hold its 2020 Annual General Meeting of Shareholders (the “Annual Meeting”) at its office at One Kendall Square, Building 600, Suite 6-106, Cambridge, Massachusetts 02139 on April 23, 2020. The Company will distribute a proxy statement, which will include the full version of the proposed resolutions, and a proxy card to all holders of the Company’s ordinary shares and holders of the Company’s American Depositary Shares at the close of business on March 23, 2020, the record date, for the Annual Meeting.

The agenda for the Annual Meeting is as follows: (1) to elect the Board of Directors of the Company (the “Board”); (2) to approve the Company’s compensation policy (the “Compensation Policy”) for directors and officers, reflecting certain amendments to the Compensation Policy; (3) to approve an amendment to the Company’s Articles of Association to increase the Company’s authorized share capital; (4) to approve the reappointment of Somekh Chaikin, a member of KPMG International, as the Company’s independent auditors and to authorize the Board to delegate to the audit committee the authority to fix the said independent auditors’ remuneration in accordance with the volume and nature of their services; (5) to report on the business of the Company for the fiscal year ended December 31, 2019, including a review of the fiscal 2019 financial statements; and (6) to act upon any other matters that may properly come before the Annual Meeting or any adjournment or postponement thereof.

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.