UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2026
Commission File Number: 001-40408
Global-E Online
Ltd.
(Translation of registrant’s name into English)
9 HaPsagot St.,
Petah-Tikva 4951041, Israel
(Address of registrant’s 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 ☐
EXPLANATORY NOTE
On June 4, 2026, Global-E Online Ltd. (the “Company”)
issued a press release titled “Global-e Announces Board Authorization of $500 Million Share Repurchase Program”. A copy of
the press release is furnished as Exhibit 99.1 herewith.
The Form 6-K and related exhibits are hereby incorporated by reference
into the Company’s Registration Statements on Form S-8 (File No. 333-256403 and File No. 333-264156).
EXHIBIT INDEX
The following exhibit is furnished as part of this Form 6-K:
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Exhibit
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Description
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| 99.1 |
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Press release dated June 4, 2026 titled “Global-e Announces Board Authorization of $500 Million Share Repurchase Program” |
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, thereto duly authorized.
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Global-E Online Ltd. |
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(Registrant) |
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By: |
/s/ Amir Schlachet
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Name: |
Amir Schlachet |
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Title: |
Chief Executive Officer |
Date: June 4, 2026
4
Exhibit 99.1
Global-e Announces
Board Authorization of $500 Million Share
Repurchase Program
PETAH-TIKVA, Israel, June 4, 2026 - Global-e
Online Ltd. (Nasdaq: GLBE), the platform powering global direct-to-consumer e-commerce, today announced that its Board of Directors (the
"Board") has approved a “distribution”, as defined in the Israeli Companies Law, 5759-1999 (the “Companies
Law”) by way of a share repurchase program, pursuant to which the Company may repurchase an aggregate amount of up to $500 million
of the its ordinary shares (the “Distribution”), subject to the completion of required Israeli regulatory procedures.
“As we have now completed approximately
80% of our $200 million 2025 repurchase plan, we are pleased to announce a new, incremental $500 million repurchase program. This new
plan reflects our confidence in the company’s ability to generate strong, sustainable cash flow while continuing to invest in strategic
initiatives. Returning capital to shareholders in the form of repurchases is an important lever within our capital allocation strategy,”
said Ofer Koren, Global-e’s CFO.
Under the Board authorized repurchase program,
Company securities may be repurchased from time to time using a variety of methods, which may include open market purchases, privately
negotiated transactions or otherwise, all in accordance with U.S. securities laws and regulations, including Rule 10b-18 under the U.S.
Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Company may also, from time to time, enter into plans
that are compliant with Rule 10b5-1 of the Exchange Act to facilitate repurchases of its securities under this authorization. The repurchase
program does not obligate the Company to acquire any particular amount of securities, and the repurchase program may be suspended or discontinued
at any time at the Company's discretion. Repurchases under the repurchase program may begin after conclusion of the 30-day period for
creditors of the Company to object to the Company's intention to effect the distribution by way of repurchase in accordance with the Companies
Law and the promulgated Companies Regulations (Relief for Public Companies Whose Securities are Traded on Stock Exchanges Outside of Israel),
5760-2000 (the “Relief Regulations”), and Companies Regulations (Approval of Distribution), 5761–2001. The actual timing,
number and value of securities repurchased depend on a number of factors, including the market price of the Company's ordinary shares,
general market and economic conditions, any objections received by the Company from its creditors, the Company's financial results and
liquidity, and other considerations. The Company expects to fund repurchases with cash on hand and future cash generated from its operations.
According to Section 7C(C) of the Relief Regulations, the Company’s creditors may apply to the Company and object to the Distribution,
within 30 days following its publication.
About Global-e
Global-e (Nasdaq: GLBE) is the world's leading
platform enabling and accelerating global, Direct-To-Consumer e-commerce. The chosen partner of over 1,500 brands and retailers across North
America, EMEA, and APAC, Global-e makes selling internationally as simple as selling domestically. The company enables merchants to increase
the conversion of international traffic into sales by offering online shoppers in over 200 destinations worldwide a seamless, localized
shopping experience. Global-e's end-to-end e-commerce solutions combine best-in-class localization capabilities, big-data best-practice
business intelligence models, streamlined international logistics, and vast global e-commerce experience, enabling international shoppers
to buy seamlessly online and retailers to sell to and from, anywhere in the world.
Cautionary Note Regarding Forward Looking
Statements
Certain statements in this press release may constitute
"forward-looking" statements and information, within the meaning of Section 27A of the Securities Act of 1933, Section 21E of
the Securities Exchange Act of 1934, and the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements
contained in this press release other than statements of historical fact, including, without limitation, statements regarding the expected
timing and completion of the share repurchase program and the benefits thereof, our future cash generation and financial position, are
forward-looking statements. As the words “may,” “might,” “will,” “could,” “would,”
“should,” “expect,” “plan,” “anticipate,” “intend,” “target,”
“seek,” “believe,” “estimate,” “predict,” “potential,” “continue,”
“contemplate,” “possible” or the negative of these terms or other similar expressions are intended to identify
forward-looking statements, though not all forward-looking statements use these words or expressions. Forward-looking statements are predictions,
projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject
to risks and uncertainties. Global-e believes there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain.
Many factors could cause actual future events to differ materially from the forward-looking statements in this announcement, including
but not limited to, failure to retain our existing merchants, or the gross merchandise value (GMV) generated by such merchants; failure
to attract new merchants, or the merchants we attract fail to generate GMV or revenue comparable to our current merchants; failure to
develop or acquire new functionality or enhance our existing platform; failure to successfully compete against current and future competition;
failure to integrate our platform with e-commerce platforms; failure to maintain the functionality of our platform; failure to manage
our growth effectively; risks associated with cross-border sales and operations; risks associated with governmental export controls; the
compromise of personal information of our merchants and shoppers we store; failure to enhance our reputation and awareness of our platform;
diminished demand for our platform and services as a result of changes in laws and regulations; actual or perceived failure to comply
with stringent and changing laws, regulations, standards and contractual obligations related to privacy, data protection and data security;
failure to adequately maintain, protect or enforce our intellectual property rights; our ability to develop or maintain the functionality
of our platforms, including real or perceived errors, failures, vulnerabilities, or bugs in our platforms; the market price and trading
volume of the our ordinary shares may be volatile and could decline significantly; and other factors discussed under the heading "Risk
Factors", under heading "Operating and Financial Review and Prospects," and under heading "Business" in Global-e's
Annual Report on Form 20-F for the year ended December 31, 2025, filed with the SEC on March 26, 2026 and other documents filed with or
furnished by Global-e from time to time with the Securities and Exchange Commission (the "SEC"). You should carefully consider
the foregoing factors. These statements reflect management's current expectations regarding future events and operating performance and
speak only as of the date of this document. Except as required by law, there should not be an expectation that such information will in
all circumstances be updated, supplemented, or revised whether as a result of new information, changing circumstances, future events,
or otherwise.
