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 July 2026
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 ☐
PARAGRAPHS 1-2 OF 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IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.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 |
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Press Release: “Ellomay Enters the Italian Battery Storage Market with the Execution of an Agreement to Acquire a 51.75 MW / 207 MWh (4-hour) Project in Northern Italy,” dated July 28, 2026. |
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.
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Ellomay Capital Ltd. |
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|
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By: |
/s/ Ran Fridrich |
| |
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Ran Fridrich |
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Chief Executive Officer and Director |
Dated: July 28, 2026
Exhibit 99.1
Ellomay
Enters the Italian Battery Storage Market with the Execution of an Agreement to Acquire a 51.75 MW / 207 MWh (4-hour) Project in Northern
Italy
Tel-Aviv,
Israel, July 28, 2026 (GLOBE NEWSWIRE) -- Ellomay Capital Ltd. (NYSE American; TASE: ELLO) (“Ellomay” or the “Company”),
a renewable energy and power generator and developer of renewable energy and power projects in Europe, USA and Israel, announced today
that its Luxembourg subsidiary, Ellomay Luxembourg Holdings S.à r.l., signed an agreement to acquire 100% of the share capital
of a project company holding a ready-to-build 51.75 MW / 207 MWh (4-hour) battery energy storage system (“BESS”) located
in northern Italy. This is Ellomay’s first battery storage project in Italy, marking Ellomay’s entry into the Italian electricity
storage market.
Completion
of the acquisition is subject to the satisfaction of a number of conditions precedent, with a deadline for satisfaction of the conditions
set for the end of 2027.
Ran
Fridrich, CEO and Board member of Ellomay, said: “Battery storage is a core growth engine for Ellomay, and we are focusing our
efforts in markets where the need for flexibility is growing fastest, primarily Spain and Italy. This project is an important first step
in building a storage platform in Italy, alongside our existing renewable portfolio in the country. As renewables take over Italy’s
generation mix, the system’s scarcest resource becomes flexibility, and we believe storage is where that value concentrates. This
transaction reflects the disciplined, structure-driven approach that has defined Ellomay’s growth, and we intend to pursue additional
storage opportunities on the same basis.”
Maya
Shaltiel, Chief Strategy Officer of Ellomay, said: “Storage in Italy earns across several markets at once, including the capacity
market, day-ahead and intraday trading, and grid stability services. We examined the project in depth and valued its revenue stacking
layer by layer before we signed. We believe this is the right way for Ellomay to enter into the Italian storage market, and are evaluating
additional project opportunities in the near term.”
About
Ellomay Capital Ltd.
Ellomay
is an Israeli based company whose shares are registered with the NYSE American and with the Tel Aviv Stock Exchange under the trading
symbol “ELLO”. Since 2009, Ellomay focuses its business in the renewable energy and power sectors in Europe, USA and Israel.
To
date, Ellomay has evaluated numerous opportunities and invested significant funds in the renewable, clean energy and natural resources
industries in Israel, Italy, Spain, the Netherlands and Texas, USA, including:
| ● | Approximately 335.9
MW of operating solar power plants in Spain (including a 300 MW solar plant in owned by Talasol,
which is 51% owned by the Company) and 51% of approximately 38 MW of operating solar power
plants in Italy; |
| ● | Groen
Gas Goor B.V., Groen Gas Oude-Tonge B.V. and Groen Gas Gelderland B.V., project companies
operating anaerobic digestion plants in the Netherlands, with a green gas production
capacity of approximately 3 million, 3.8 million and 9.5 million Nm3 per year, respectively; |
| ● | 83.333%
of Ellomay Pumped Storage (2014) Ltd., which is involved in a project to construct a 156
MW pumped storage hydro power plant in the Manara Cliff, Israel; |
| ● | 51%
of solar projects in Italy with an aggregate capacity of 160 MW that are under construction; |
| ● | Solar
projects in Italy with an aggregate capacity of 210 MW that have reached “ready to
build” status; and |
| ● | Solar
projects in the Dallas Metropolitan area, Texas, USA with an aggregate capacity of approximately
38 MW that are connected to the grid, 11 MW that are currently in the test run phase prior
to commercial operation and 14 MW that are under construction. |
For
more information about Ellomay, visit http://www.ellomay.com.
Information
Relating to Forward-Looking Statements
This
press release contains forward-looking statements that involve substantial risks and uncertainties, including statements that are based
on the current expectations and assumptions of the Company’s management. All statements, other than statements of historical facts,
included in this press release regarding the Company’s plans and objectives, expectations and assumptions of management are forward-looking
statements. The use of certain words, including the words “estimate,” “project,” “intend,” “expect,”
“believe” and similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. The Company may not actually achieve the plans, intentions or expectations disclosed in the forward-looking
statements and you should not place undue reliance on the Company’s forward-looking statements. Various important factors could
cause actual results or events to differ materially from those that may be expressed or implied by the Company’s forward-looking
statements, including the satisfaction of the conditions to completion of the transaction, changes in electricity prices and demand,
regulatory changes increases in interest rates and inflation, changes in the supply and prices of resources required for the operation
of the Company’s facilities (such as waste and natural gas) and in the price of oil, the impact of the war and hostilities in Israel
and Gaza and between Israel and Iran, the impact of the continued military conflict between Russia and Ukraine, technical and other disruptions
in the operations or construction of the power plants owned by the Company, inability to obtain the financing required for the development
and construction of projects, increases in interest rates and inflation, changes in exchange rates, delays in development, construction,
or commencement of operation of the projects under development, failure to obtain permits - whether within the set time frame or at all,
climate change, and general market, political and economic conditions in the countries in which the Company operates, including Israel,
Spain, Italy and the United States. and general market, political and economic conditions in the countries in which the Company operates,
including Israel, Spain, Italy and the United States. These and other risks and uncertainties associated with the Company’s business
are described in greater detail in the filings the Company makes from time to time with Securities and Exchange Commission, including
its Annual Report on Form 20-F. The forward-looking statements are made as of this date and the Company does not undertake any obligation
to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Contact:
Kalia Rubenbach
(Weintraub)
CFO
Tel: +972
(3) 797-1111
Email: hilai@ellomay.com