Nexxen International amends proxy to guide UK depository voters

Rhea-AI Filing Summary

Nexxen International Ltd. filed a Form 6-K as a foreign private issuer, announcing that it is amending and restating its proxy statement. The update is being made solely to provide voting instructions to depository interest holders in the UK.

This means the company is clarifying how UK-based holders who own Nexxen shares through depository interests can participate in shareholder voting. There is no indication of changes to the underlying proposals, only to the procedural instructions for these specific holders.

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 OF THE SECURITIES

EXCHANGE ACT OF 1934

For the Month of November 2025

Commission File Number 001-40504

Nexxen International Ltd.

(Translation of registrant’s name into English)

82 Yigal Alon Street, Tel Aviv 6789124, Israel

 (Address of principal executive office)

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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Explanatory Note

Nexxen International Ltd. is amending and restating its proxy statement solely for the purpose of providing the voting instructions to the depository interest holders in the UK.

Exhibit Description

99.1 Amended and Restated Proxy Statement, dated November 25, 2025

99.2 Form Proxy Card

2

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.

Nexxen International Ltd.

By:           /S/ Sagi Niri

Name: Sagi Niri

Title: Chief Financial Officer

Date: November 26, 2025

3

EXHIBIT INDEX

Exhibit Number Description

99.1 Amended and Restated Proxy Statement, dated November 25, 2025

99.2 Form Proxy Card

4

FAQ

What did Nexxen International Ltd. (NEXN) announce in this Form 6-K?

Nexxen International Ltd. reported that it is amending and restating its proxy statement solely to provide voting instructions to depository interest holders in the UK.

Does the Nexxen (NEXN) Form 6-K indicate changes to the proxy proposals?

The filing states that the proxy statement is amended and restated solely to provide voting instructions to UK depository interest holders, without indicating changes to the underlying proposals.

Who is directly affected by Nexxen’s amended proxy statement?

The amended and restated proxy statement specifically affects depository interest holders in the UK by providing them with clear voting instructions.

Why is Nexxen International Ltd. updating its proxy statement for UK investors?

The company is updating its proxy statement to clearly set out how depository interest holders in the UK can vote on the matters presented to shareholders.

What type of SEC filing did Nexxen use for this proxy update?

Nexxen used a Form 6-K, which is a report of a foreign private issuer under the Securities Exchange Act of 1934, to disclose the amendment and restatement of its proxy statement.