Cellebrite Shareholders Approve CEO Pay Package

Shares representing approximately 80.9% of issued and outstanding ordinary shares as of the record date were represented at the meeting.

Rhea-AI Filing Summary

Cellebrite DI Ltd. (CLBT) shareholders approved the re-election of Brandon Van Buren and Ryusuke Utsumi as Class II directors, to serve until the close of the 2029 annual meeting and until their successors are duly elected and qualified. They also approved Chief Executive Officer Shiven Ramji’s compensation package, the company’s compensation policy for officers and directors, and the re-appointment of Kost Forer Gabbay & Kasierer as independent auditors for the fiscal year ending December 31, 2026, and until the next annual meeting. The board will determine the auditor’s remuneration on the audit committee’s recommendation. A total of 204,331,510 ordinary shares, approximately 80.9% of issued and outstanding ordinary shares as of the record date, were present or represented by proxy.

Key Figures

Shares present or represented: 204,331,510 ordinary shares Meeting representation: Approximately 80.9% Director term: 2029 annual meeting +1 more

4 metrics

Shares present or represented 204,331,510 ordinary shares At the September 24, 2026 annual meeting

Meeting representation Approximately 80.9% Of issued and outstanding ordinary shares as of the record date

Director term 2029 annual meeting Re-elected Class II directors serve until the close of the meeting and until successors are duly elected and qualified

Auditor appointment Fiscal year ending December 31, 2026 The re-appointment also continues until the next annual general meeting

Key Terms

ordinary shares, Class II directors, independent auditors, requisite majority

4 terms

ordinary shares financial

"issued and outstanding ordinary shares as of the record date"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

Class II directors regulatory

"re-election of Brandon Van Buren and Ryusuke Utsumi as Class II directors"

independent auditors regulatory

"re-appointment of Kost Forer Gabbay & Kasierer as the Company’s independent auditors"

Independent auditors are outside, licensed accountants who examine a company’s books, records and internal controls and issue an objective opinion on whether the financial statements accurately reflect the business’s financial position. Investors treat their report like a neutral inspector’s stamp — it increases trust, makes financial results easier to compare, and alerts readers if there are errors, omissions or other problems that could affect investment decisions.

requisite majority regulatory

"each by the respective requisite majority"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CLBT shareholders approve at the September 2026 annual meeting?

Shareholders approved two Class II director re-elections, Chief Executive Officer Shiven Ramji’s compensation package, the compensation policy for officers and directors, and the re-appointment of Kost Forer Gabbay & Kasierer as independent auditors. The board will determine the auditor’s remuneration on the audit committee’s recommendation.

How many shares were represented at CLBT’s 2026 annual meeting?

204,331,510 ordinary shares were present or represented by proxy, representing approximately 80.9% of issued and outstanding ordinary shares as of the record date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 2026

Commission File Number 001-40772

Cellebrite DI Ltd.

(Translation of registrant’s name into English)

94 Shlomo Shmelzer Road

Petah Tikva 4970602, Israel

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

EXPLANATORY NOTE

Cellebrite DI Ltd. (the “Company” or the “Registrant”) hereby announces the results of its annual general meeting of shareholders held on September 24, 2026 (the “Meeting”). The shareholders of the Company approved (a) the re-election of Brandon Van Buren and Ryusuke Utsumi as Class II directors of the board of directors of the Company (the “Board”), to hold office until the close of the annual meeting of the Company in 2029, and until their respective successors are duly elected and qualified, and (b) the compensation package of Mr. Shiven Ramji, the Company’s Chief Executive Officer, and (c) the Company’s compensation policy for officers and directors, and (d) the re-appointment of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global, as the Company’s independent auditors for the fiscal year ending on December 31, 2026 and until the next annual general meeting of shareholders, and to authorize the Board, upon the recommendation of the audit committee of the Board, to determine the auditor’s remuneration, each by the respective requisite majority in accordance with the Israeli Companies Law, 5759-1999, and the Company’s articles of association, as described in the Proxy Statement which was attached as Exhibit 99.1 to the Company’s Report of Foreign Private Issuer on Form 6-K, furnished to the Securities and Exchange Commission (the “SEC”) on August 18, 2026, and sent in connection with the Meeting.

204,331,510 ordinary shares, representing approximately 80.9% of the issued and outstanding ordinary shares as of the record date, were present or represented by proxy at the Meeting.

This Report on Form 6-K is incorporated by reference into the Registrant’s registration statements on Form S-8 (File Nos. 333-260878, 333-278130 and 333-293973) filed with the SEC on November 8, 2021, March 21, 2024 and March 3, 2026, respectively, and Form F-3 (File No. 333-259826) filed with the SEC on September 13, 2022. 

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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.

	Cellebrite DI Ltd.
September 24, 2026	By:	/s/ Holly Windham
		Holly Windham
		General Counsel

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