Brenmiller Energy (BNRG) OKs new articles and compensation policy

Rhea-AI Filing Summary

Brenmiller Energy Ltd. reports the results of its Annual and Special General Meeting of Shareholders held on September 25, 2025. A quorum was present and shareholders approved all agenda items that had been described in the previously distributed notice and proxy statement.

Following these approvals, the company adopted Amended and Restated Articles of Association and a Compensation Policy for its office holders, both dated September 25, 2025. These documents are attached as exhibits to the report and the information is incorporated by reference into Brenmiller Energy’s existing Form F-3 and Form S-8 registration statements.

Form 6-K: How Foreign Companies Report to the SEC →

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 September 2025

Commission file number: 001-41402

BRENMILLER ENERGY LTD. (Translation of registrant’s name into English)

13 Amal St. 4^th Floor, Park Afek
Rosh Haayin, 4809249 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.

Form 20-F ☒            Form 40-F ☐

CONTENTS

Results of Annual and Special General Meeting of Shareholders

On September 25, 2025, Brenmiller Energy Ltd. (the “Company”), convened its Annual and Special General Meeting of Shareholders at 2:00 p.m. Israel time (the “Meeting”). At the Meeting a quorum was present and the shareholders of the Company voted upon and approved all agenda items, as were proposed and described in the Company’s Notice and Proxy Statement for the Meeting which were included as Exhibits 99.1 and 99.1, respectively, to the Company’s Report of Foreign Private Issuer on Form 6-K that the Company furnished to the Securities and Exchange Commission on August 19, 2025 and August 21, 2025, respectively.

Attached hereto as Exhibits 99.1 and 99.2 are the Company’s Amended and Restated Articles of Association, as amended and the Company’s Compensation Policy for Company’s Office Holders, based on the aforesaid Meeting results.

This Report of Foreign Private Issuer on Form 6-K is incorporated by reference into the Company’s Registration Statements on Form F-3 (File Nos. 333-289219, 333-283874, 333-272377 and 333-273028) and Form S-8 (File Nos. 333-272266, 333-278602, 333-284377 and 333-290040), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report of Foreign Private Issuer on Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

Exhibit No.
99.1		Amended and Restated Articles of Association of Brenmiller Energy Ltd., as amended on September 25, 2025.
99.2		Compensation Policy for Company’s Office Holders, dated September 25, 2025

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SIGNATURES

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.

	Brenmiller Energy Ltd.
Date: September 25, 2025	By:	/s/ Ofir Zimmerman
		Name:	Ofir Zimmerman
		Title:	Chief Financial Officer

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FAQ

What did Brenmiller Energy Ltd. (BNRG) announce in this Form 6-K?

Brenmiller Energy Ltd. announced that its Annual and Special General Meeting of Shareholders was held on September 25, 2025, that a quorum was present, and that shareholders approved all agenda items presented at the meeting.

Were all resolutions approved at Brenmiller Energy’s September 25, 2025 shareholder meeting?

Yes. The company reports that shareholders voted upon and approved all agenda items that had been proposed and described in the notice and proxy statement for the meeting.

What key corporate documents were updated for Brenmiller Energy Ltd. (BNRG)?

The company adopted Amended and Restated Articles of Association, as amended on September 25, 2025, and a Compensation Policy for the company’s office holders dated the same day. These are attached as Exhibits 99.1 and 99.2.

How does this Form 6-K affect Brenmiller Energy’s existing registration statements?

This Form 6-K is incorporated by reference into Brenmiller Energy’s registration statements on Form F-3 (File Nos. 333-289219, 333-283874, 333-272377 and 333-273028) and Form S-8 (File Nos. 333-272266, 333-278602, 333-284377 and 333-290040), making the information part of those filings from the date of submission.

What exhibits are attached to this Brenmiller Energy (BNRG) Form 6-K?

Exhibit 99.1 is the Amended and Restated Articles of Association of Brenmiller Energy Ltd., as amended on September 25, 2025. Exhibit 99.2 is the Compensation Policy for the company’s office holders, dated September 25, 2025.

Who signed this Brenmiller Energy Ltd. Form 6-K?

The report was signed on behalf of Brenmiller Energy Ltd. by Ofir Zimmerman, who is identified as the company’s Chief Financial Officer.