Ellomay Capital updates F-3 and S-8 with IFRS results

Ellomay Capital Ltd. filed a Form 6-K for December 2025 to furnish IFRS financial results as Exhibit 99.1.

Accepted by SEC EDGAR 12/30/2025 - 04:45 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Ellomay Capital Ltd. filed a Form 6-K for December 2025 to furnish IFRS financial results as Exhibit 99.1. These financial statements are incorporated by reference into the company’s existing F-3 and S-8 registration statements, so they form part of the disclosure used for potential securities offerings and employee plans.

FAQ

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What does Ellomay Capital (ELLO) report in this December 2025 Form 6-K?

Ellomay Capital uses this Form 6-K to furnish IFRS financial results included in Exhibit 99.1. Those results are formally added into several existing F-3 and S-8 registration statements, updating the financial information supporting potential securities offerings and employee equity plans.

How are Ellomay Capital’s IFRS results used in its F-3 registration statements?

The IFRS financial results in Exhibit 99.1 are incorporated by reference into Ellomay Capital’s F-3 registration statements numbered 333-199696 and 333-144171. This means those financial statements become part of the disclosure base for any securities that may be offered under those shelf registrations.

Which S-8 registration statements does Ellomay Capital update with this 6-K?

The Form 6-K states that the IFRS financial results are incorporated by reference into S-8 registration statements numbered 333-187533, 333-102288 and 333-92491. These S-8 forms generally relate to employee benefit or equity compensation plans and rely on current financial disclosures.

Who signed Ellomay Capital’s December 2025 Form 6-K filing?

The filing was signed on behalf of Ellomay Capital Ltd. by Ran Fridrich, identified as Chief Executive Officer and Director. His signature indicates he is duly authorized to submit this Form 6-K under the Securities Exchange Act of 1934 requirements.

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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 December 2025

Commission File Number: 001-35284

Ellomay Capital Ltd.

(Translation of registrant’s name into English)

18 Rothschild Blvd., Tel Aviv 6688121, Israel

(Address of principal executive office)

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 ☐

THE IFRS FINANCIAL RESULTS INCLUDED IN EXHIBIT 99.1 OF THIS FORM 6-K ARE HEREBY INCORPORATED BY REFERENCE INTO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3 (NOS. 333-199696 AND 333-144171) AND FORM S-8 (NOS. 333-187533, 333-102288 AND 333-92491), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

This Report on Form 6-K of Ellomay Capital Ltd. consists of the following document, which is attached hereto and incorporated by reference herein:

Exhibit 99.1  Press Release: “Ellomay Capital Reports Results for the Three and Nine Months Ended September 30, 2025,” dated December 30, 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.

	Ellomay Capital Ltd.
	By:	/s/ Ran Fridrich
		Ran Fridrich
		Chief Executive Officer and Director

Dated: December 30, 2025

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