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 (Report No. 3)
Commission
file number: 001-38094
FORESIGHT
AUTONOMOUS HOLDINGS LTD.
(Translation
of registrant’s name into English)
7
Golda Meir
Ness
Ziona 7414001 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
Attached
hereto and incorporated herein is Foresight Autonomous Holdings Ltd.’s (the “Registrant”) press release issued on September
30, 2026, titled “Foresight Announces Voluntary Delisting from the Tel Aviv Stock Exchange; ADSs to Continue Trading on Nasdaq.”
A copy of the press release is furnished herewith as Exhibit 99.1.
The
first and the third through eight paragraphs and the section titled “Forward-Looking Statements” in the press release are
incorporated by reference into the Registrant’s Registration Statements on Form F-3 (File No. 333-276709,
333-286221
and 333-292104)
and Form S-8 (Registration Nos. 333-229716,
333-239474,
333-268653,
333-280778,
333-293074,
and 333-298762),
filed with the SEC, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or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.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press
release issued by Foresight Autonomous Holdings Ltd. on September 30, 2026, titled “Foresight Announces Voluntary Delisting
from the Tel Aviv Stock Exchange; ADSs to Continue Trading on Nasdaq.” |
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.
| |
Foresight
Autonomous Holdings Ltd. |
| |
(Registrant) |
| |
|
|
| Date:
September 30, 2026 |
By: |
/s/
Eli Yoresh |
| |
Name:
|
Eli
Yoresh |
| |
Title: |
Chief
Financial Officer |
Exhibit
99.1

Foresight
Announces Voluntary Delisting from the Tel Aviv Stock Exchange; ADSs to Continue Trading on Nasdaq
NESS
ZIONA, Israel, September 30, 2026 - Foresight Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX) (“Foresight” or the
“Company”), an innovator in 3D perception systems, today announced that it will voluntarily delist its ordinary shares,
no par value per share (the “Ordinary Shares”) from trading on the Tel Aviv Stock Exchange Ltd. (“TASE”).
“This
is a natural next step for Foresight and consistent with the strategy we have begun to execute, including our recently announced plans
to enter the European data-center development market”, said Haim Siboni, Chief Executive Officer and Chairman of the Board of Directors
of Foresight. “Delisting from the TASE is expected to reduce cost and administrative complexity associated with maintaining a dual
listing, and to allow the Company to focus its investor-relations and capital-markets resources on the Nasdaq Capital Market (“Nasdaq”),
where most of the trading in our securities takes place. Israeli and international investors will continue to be able to trade the Company’s
securities on Nasdaq in the form of American Depositary Shares (“ADSs”).”
The
Company has requested that the TASE initiate the process to delist its Ordinary Shares. In accordance with applicable Israeli law and
the rules of the TASE, the last day the Ordinary Shares will trade on the TASE will be January 1, 2027, and the Ordinary Shares will
be delisted from the TASE on January 4, 2027. During the interim period, the Company’s Ordinary Shares are expected to continue
to trade on the TASE.
The
Company’s ADSs, each currently representing ninety (90) Ordinary Shares, will continue to be listed and trade on the Nasdaq under
the symbol “FRSX.” The voluntary delisting from the TASE will not affect the Company’s listing on Nasdaq or its reporting
obligations under the U.S. securities laws.
Holders
of Ordinary Shares that currently trade on the TASE may convert their Ordinary Shares into ADSs through their banks or brokers. The process
to convert Ordinary Shares into ADSs involves depositing Ordinary Shares in the Israeli custodian account of Bank of New York Mellon,
the Depositary of the Company’s ADS program. No fractional ADSs will be issued to holders of the Company’s Ordinary Shares
in connection with the conversion of their Ordinary Shares into ADSs, and the treatment of any fractional ADSs shall be in accordance
with the applicable rules and instructions of the TASE.
Holders
of the Company’s Ordinary Shares are encouraged to contact their banks or brokers with any questions about the conversion process.
The
Company will continue to file reports with the U.S. Securities and Exchange Commission and to make public disclosures in accordance with
applicable Nasdaq and U.S. securities laws.
The
Company is not aware of any technical or substantive impediment to the trading of the Company’s securities on Nasdaq following
its delisting from the TASE.
About
Foresight
Foresight
Autonomous Holdings Ltd. (Nasdaq and TASE: FRSX) is a technology company developing advanced three-dimensional (3D) perception systems
and cellular-based applications. Through its wholly owned subsidiaries, Foresight Automotive Ltd., Foresight Changzhou Automotive Ltd.,
and Eye-Net Mobile Ltd., Foresight develops both “in-line-of-sight” vision systems and “beyond-line-of-sight”
accident-prevention solutions.
Foresight’s
3D perception systems include modules of automatic calibration and dense 3D point cloud that can be applied to different markets such
as automotive, defense, autonomous driving, agriculture, heavy industrial equipment, and UAVs.
Eye-Net
Mobile develops next-generation vehicle-to-everything collision prevention solutions and smart automotive systems to enhance road safety
and situational awareness for all road users in urban mobility environments. By leveraging cutting-edge artificial intelligence technology,
advanced analytics, and existing cellular networks, Eye-Net’s innovative solution suite delivers real-time pre-collision alerts
to all road users via smartphones and other smart devices within vehicles.
For
more information about Foresight and its wholly owned subsidiary, Foresight Automotive, visit www.foresightauto.com, follow @ForesightAuto1
on X, or join Foresight Automotive on LinkedIn.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995 and other Federal securities laws. Words such as “aims,” “anticipates,” “expects,”
“intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions
or variations of such words are intended to identify forward-looking statements. For example, Foresight is using forward-looking statements
in this press release when it discusses the voluntary delisting from the TASE, its strategy, the expected benefits and advantages from
the delisting and the last date the Company’s Ordinary Shares will trade on the TASE and the date the Ordinary Shares will be delisted
from the TASE. Because such statements deal with future events and are based on Foresight’s current expectations, they are subject
to various risks and uncertainties, and actual results, performance or achievements of Foresight could differ materially from those described
in or implied by the statements in this press release.
The
forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed
under the heading “Risk Factors” in Foresight’s annual report on Form 20-F for the fiscal year ended December 31, 2025,
filed with the Securities and Exchange Commission (“SEC”) on March 25, 2026, and in any subsequent filings with the SEC.
Except as otherwise required by law, Foresight undertakes no obligation to publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to
websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this
press release. Foresight is not responsible for the content of third party websites.
Investor
Relations Contact:
Miri
Segal-Scharia
CEO
MS-IR
LLC
msegal@ms-ir.com