[6-K] Steakholder Foods Ltd. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Steakholder Foods Ltd. (STKH) has increased the number of ordinary shares reserved for issuance under its 2022 Share Incentive Plan by 1,062,392,000 ordinary shares, currently equivalent to 265,598 ADSs. This expansion is intended to provide sufficient capacity for future equity awards that support the company’s compensation and employee retention objectives.

All other terms of the share incentive plan remain unchanged. The company also states that this report is incorporated by reference into several existing Form F-3 and Form S-8 registration statements, aligning the updated plan share reserve with its previously filed registration frameworks.

Insights

Equity Compensation & Governance Analyst

Steakholder Foods enlarged its equity plan share pool to support future awards.

Steakholder Foods increased the shares reserved under its 2022 Share Incentive Plan by 1,062,392,000 ordinary shares, equal to 265,598 ADSs. This creates more capacity to grant stock-based awards to employees, executives, and other service providers as part of compensation and retention programs.

Because only the share reserve changed and all other plan terms remain the same, this looks like an administrative update rather than a redesign of incentives. The potential impact on existing holders depends on how many of these reserved shares are ultimately granted and settled, and over what period.

The company also links this change to multiple existing Form F-3 and Form S-8 registration statements, which helps align its plan with current registration frameworks. Future disclosures in periodic reports can provide more detail on actual equity grants made under the expanded pool.

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 NOVEMBER 2025

COMMISSION FILE NUMBER 001-40173

Steakholder Foods Ltd.
(Translation of registrant’s name into English)

Steakholder Foods Ltd.
5 David Fikes St., Rehovot 7632805 Israel

+972 -73-541-2206
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Form 20-F ☒       Form 40-F ☐

SHARE INCENTIVE PLAN AMENDMENT

On November 23, 2025, the board of directors of Steakholder Foods Ltd. (the “Company”) completed the increase of the number of ordinary shares reserved for issuance under the Company’s 2022 Share Incentive Plan (the “Plan”) by 1,062,392,000 ordinary shares, currently equivalent to 265,598 ADSs. The increase was approved in accordance with the Plan’s governing documents and applicable corporate procedures, and is intended to ensure sufficient share availability for future equity awards in support of the Company’s compensation and retention objectives. Except as described herein, all other terms of the Plan remain unchanged.

This Form 6-K is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File Nos. 333-276845, 333-285501, 333-286445, 333-288621, 333-289323 and 333-291594) and Form S-8 (File Nos. 333-255419, 333-267045, 333-271112, 333-279010 and 333-286245).

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SIGNATURE

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.

	Steakholder Foods Ltd.
	By:	/s/ Arik Kaufman
		Name:	Arik Kaufman
		Title:	Chief Executive Officer

Date: November 24, 2025

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FAQ

What did Steakholder Foods Ltd. (STKH) announce in this Form 6-K?

Steakholder Foods Ltd. reported that its board increased the number of ordinary shares reserved for issuance under the 2022 Share Incentive Plan by 1,062,392,000 ordinary shares, currently equivalent to 265,598 ADSs, to support future equity awards.

How many additional ADSs does the expanded share reserve represent for STKH?

The increase of 1,062,392,000 ordinary shares under the 2022 Share Incentive Plan is stated to be currently equivalent to 265,598 ADSs for Steakholder Foods Ltd.

Did Steakholder Foods change any other terms of its 2022 Share Incentive Plan?

No. The company states that, except for the increase in the number of reserved shares, all other terms of the 2022 Share Incentive Plan remain unchanged.

Why did Steakholder Foods increase the shares reserved under its incentive plan?

Steakholder Foods explains that the share increase is intended to ensure sufficient share availability for future equity awards in support of its compensation and retention objectives.

Which registration statements now incorporate this STKH Form 6-K by reference?

The Form 6-K is incorporated by reference into Steakholder Foods’ Form F-3 registration statements (File Nos. 333-276845, 333-285501, 333-286445, 333-288621, 333-289323, 333-291594) and Form S-8 registration statements (File Nos. 333-255419, 333-267045, 333-271112, 333-279010, 333-286245).

Who signed the Steakholder Foods (STKH) Form 6-K related to the share incentive plan amendment?

The Form 6-K was signed on behalf of Steakholder Foods Ltd. by Arik Kaufman, who is identified as the company’s Chief Executive Officer.