UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2026
Commission File Number: 001-41634
HUB Cyber Security Ltd.
(Exact Name of Registrant as Specified in Its Charter)
2 Kaplan St.
Tel Aviv 6473403, Israel
+972-3-924-4074
(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.
Form 20-F ☒ Form 40-F ☐
CONTENTS
Results of Extraordinary General Meeting
On April 20, 2026, the Company held an Extraordinary General Meeting
of Shareholders (the “Meeting”), at the Company’s offices located at 2 Kaplan Street, Tel Aviv, Israel. The proposal
on the Meeting’s agenda is described in the Company’s Proxy Statement for the Meeting, which was attached as Exhibit 99.1
to a Report of Foreign Private Issuer on Form 6-K, furnished to the Securities and Exchange Commission, dated April 7, 2026. The proposal
was voted upon and approved by the requisite majority of the Company’s shareholders.
Press Release
On April 16, 2026, the Company issued a press release titled “HUB
Announces Reverse Share Split.” A copy of each of this press release is attached to this Form 6-K as Exhibit 99.1 and is incorporated
herein by reference.
The information in this Report on Form 6-K, including Exhibit 99.1,
is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise
set forth herein or as shall be expressly set forth by specific reference in such a filing.
EXHIBIT INDEX
Exhibit
Number |
|
Description |
| 99.1 |
|
Press release entitled “HUB Announces Reverse Share Split”, dated April 16, 2026. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
Hub Cyber Security Ltd. |
| |
|
| Date: April 20, 2026 |
By: |
/s/ Limor Zur-Stoller |
| |
|
Limor Zur-Stoller |
| |
|
Chief Financial Officer |
Exhibit
99.1
HUB Announces
Reverse Share Split
4.16.2026
TEL-AVIV, Israel, April 16, 2026 (GLOBE NEWSWIRE)
-- Hub Cyber Security Ltd. (Nasdaq: HUBC) (“HUB Security” or the “Company”), a global provider of confidential
computing and secured data fabric technologies, today announced a 1-for-50 reverse share split of its ordinary shares, no par value per
share (the “Ordinary Shares”). The Ordinary Shares will begin trading on a split-adjusted basis on The Nasdaq Stock Market
LLC (“Nasdaq”) at the open of business on Monday, April 20, 2026, under the existing trading symbol “HUBC,” however
the Ordinary Shares will trade under a new CUSIP number, M6000J184. HUB Security’s outstanding warrants will continue to be traded
under the symbols “HUBCW” and “HUBCZ” and the CUSIP numbers for such warrants will remain unchanged.
As a result of the reverse share split, every
50 issued and outstanding Ordinary Shares will automatically be converted into one Ordinary Share. No fractional shares will be issued
as a result of the reverse share split. Instead, all fractional shares will be rounded down to the nearest whole share. The reverse share
split affects all shareholders uniformly and will not alter any shareholder’s percentage ownership interest in the Company’s
issued and outstanding Ordinary Shares, except for such minor adjustments that may result from the treatment of fractional shares. As
of the date hereof, the Company had 64,102,600 Ordinary Shares issued and outstanding, which, following the effectiveness of the reverse
share split, will result in 1,282,052 Ordinary Shares outstanding on a post-split basis (taking into effect the settlement of fractional
shares).
The reverse share split will also affect the
Company’s derivative securities, including outstanding notes, options, warrants and restricted share units (collectively, the “Outstanding
Equity Rights”). Generally, the plans and other documents pertaining to the Outstanding Equity Rights include provisions providing
for adjustments in the event of a reverse share split in order to maintain the same economic effect. Specifically, the exercise price
and the number of Ordinary Shares issuable pursuant to Outstanding Equity Rights will be adjusted pursuant to the terms of such instruments
in connection with the reverse share split.
The Company believes the reverse share split
will increase the per share trading price of the Ordinary Shares and enable the Company to maintain compliance with the minimum bid price
requirement in Nasdaq Listing Rule 5450(a)(1).
Additional information regarding the reverse
share split can be found in the Company’s proxy statement furnished to the Securities and Exchange Commission on April 7, 2026.
For further information or inquiries, please
contact: info@hubsecurity.com
About HUB Security Ltd.
HUB Cyber Security Ltd. (Nasdaq: HUBC) is
a global leader in confidential computing, AI-driven data fabric, and cybersecurity. HUB’s Secured Data Fabric (SDF) empowers organizations
to virtualize, secure, and analyze sensitive data across borders and silos generating real-time intelligence while meeting the highest
regulatory standards. With operations across North America, Europe, and Israel, HUB partners with Fortune 100 companies, global banks,
and sovereign institutions to secure the next generation of digital infrastructure.
Forward-Looking Statements
This press release contains forward-looking
statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking
statements are typically identified by words such as “plan,” “believe,” “expect,” “anticipate,”
“intend,” “outlook,” “estimate,” “future,” “forecast,” “project,”
“continue,” “could,” “may,” “might,” “possible,” “potential,”
“predict,” “seem,” “should,” “will,” “would” and other similar words and expressions,
but the absence of these words does not mean that a statement is not forward-looking.
The forward-looking statements are based on
the current expectations of the management of HUB Security, as applicable, and are inherently subject to uncertainties and changes in
circumstances and their potential effects and speak only as of the date of such statement. There can be no assurance that future developments
will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties, or other assumptions
that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.
These risks and uncertainties include, but are not limited to, those discussed and identified in public filings made with the SEC by the
HUB Security and the following: (i) significant uncertainty regarding the adequacy of HUB’s liquidity and capital resources and
its ability to repay its obligations as they become due; (ii) the war between Israel and Hamas commenced in October 2023, which may harm
Israel’s economy and HUB’s business; (iii) expectations regarding HUB’s strategies and future financial performance,
including its future business plans or objectives, prospective performance and opportunities and competitors, revenues, products and services,
pricing, operating expenses, market trends, liquidity, cash flows and uses of cash, capital expenditures, and HUB’s ability to invest
in growth initiatives and pursue acquisition opportunities; (iv) the outcome of any legal or regulatory proceedings against HUB in connection
with our previously announced internal investigation or otherwise; (v) the ability to meet stock exchange continued listing standards
and remain listed on the Nasdaq; (vi) competition, the ability of HUB to grow and manage growth profitably, maintain relationships with
customers and suppliers and retain its management and key employees; (vii) limited liquidity and trading of HUB’s securities; (viii)
geopolitical risk, including military action and related sanctions, and changes in applicable laws or regulations; (ix) the possibility
that HUB may be adversely affected by other economic, business, and/or competitive factors; and (x) other risks and uncertainties set
forth in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements”
in HUB’s Annual Report on Form 20-F filed on May 1, 2025. Should one or more of these risks or uncertainties materialize or should
any of the assumptions made by the management of HUB prove incorrect, actual results may vary in material respects from those expressed
or implied in these forward-looking statements.
All subsequent written and oral forward-looking
statements concerning the business combination or other matters addressed in this press release and attributable to HUB Security or any
person acting on their behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in the press
release. Except to the extent required by applicable law or regulation, HUB Security undertakes no obligation to update these forward-looking
statements to reflect events or circumstances after the date of this press release to reflect the occurrence of unanticipated events.
Investor Relations
Lytham Partners
Ben Shamsian
646-829-9701
shamsian@lythampartners.com
