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 August 2025.
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
On August 15, 2025, Cellebrite DI Ltd. (the “Registrant”
or “Company”) announced that the Company’s Annual General Meeting of its Shareholders (the “Annual General
Meeting”) will be held on Friday, September 19, 2025, at 4:00 p.m. Israel time, at the Company’s offices at 94 Shlomo
Shmelzer Road, Petah Tikva 4970602, Israel. In connection with the Annual General Meeting, the Company hereby furnishes the following
documents:
| i. | Notice and Proxy Statement
with respect to the Annual General Meeting describing the proposals to be voted upon at the meeting, the procedure for voting in person
or by proxy at the meeting and various other details related to the meeting; and |
| ii. | A Proxy Card whereby holders
of Company’s shares may vote at the meeting without attending in person. |
This Report on Form 6-K, and the exhibits hereto,
excluding the letter from the Company’s Chief Executive Officer, are incorporated by reference into the Registrant’s registration
statements on Form S-8 (File Nos. 333-260878
and 333-278130) filed with
the U.S. Securities and Exchange Commission (the “SEC”) on November 8, 2021 and March 21, 2024, respectively, and Form F-3 (File No. 333-259826) filed
with the SEC on September 13, 2022.
Exhibit Index
| Exhibit |
|
Description |
| |
|
|
| 99.1 |
|
Notice and Proxy Statement for the Company’s Annual General Meeting of Shareholders to be held on September 19, 2025. |
| 99.2 |
|
Proxy Card for the Company’s Annual General Meeting of Shareholders to be held on September 19, 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.
| |
Cellebrite DI Ltd. |
| |
|
|
| August 15, 2025 |
By: |
/s/ Ayala Berler Shapira |
| |
|
Ayala Berler Shapira, Adv. |
| |
|
General Counsel |
