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. 4th 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Private Issuer on Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.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 |
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 |
