Perion Network (PERI) shareholders approve five proposals, reject one at AGM

Rhea-AI Filing Summary

Perion Network Ltd. reported the voting results of its annual general meeting of shareholders. Shareholders approved five proposals (numbered 1 through 5) that the board of directors had recommended in favor, and rejected proposal 6, which the board had recommended against. All outcomes were determined by the requisite majorities under Israeli Companies Law and the company’s articles of association.

A total of 26,112,713 ordinary shares, representing approximately 64% of issued and outstanding ordinary shares on the record date, were present or represented by proxy at the meeting, indicating a solid level of shareholder participation. The report is also incorporated by reference into several of Perion’s effective Form S-8 registration statements related to its equity compensation plans.

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 December 2025

Commission File Number: 000-51694

Perion Network Ltd.

(Translation of registrant's name into English)

2 Leonardo Da Vinci Street, 24th Floor

Tel Aviv, Israel 6473309

(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 ☐

Explanatory Note

 

Perion Network Ltd. (the “Registrant” or “Company”) hereby announces the results of the annual general meeting of shareholders held today (the “Meeting”). At the Meeting, the shareholders of the Company approved the five proposals, proposals Nos. 1 to 5, for which the board of directors recommended a vote “for” and rejected proposal No. 6, for which the board of directors recommended a vote “against,”  in each case by the respective requisite majority in accordance with the Israeli Companies Law, 5759-1999, and the Company’s articles of association, as described in the Proxy Statement which was attached as Exhibit 99.1 to the Company’s Report of Foreign Private Issuer on Form 6-K, furnished to the Securities and Exchange Commission (the “SEC”) on November 13, 2025, as amended by a Report of Foreign Private Issuer on Form 6-K/A, furnished to the SEC on November 17, 2025.

 

26,112,713 ordinary shares, representing approximately 64% of the issued and outstanding ordinary shares as of the record date, were present or represented by proxy at the Meeting.

This Report on Form 6-K is incorporated by reference into the Registrant’s Registration Statements on Form S-8 (Files Nos. 333-262260, 333-266928, 333-272972, 333-279055, 333-282649, 333-284011 and 333-287426).

 

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.

PERION NETWORK LTD.

By: /s/ Elad Tzubery

Name: Elad Tzubery

Title:   Chief Financial Officer

Date: December 18, 2025

FAQ

What did Perion Network Ltd. (PERI) announce in this Form 6-K?

Perion Network Ltd. announced the results of its annual general meeting of shareholders, where five board-supported proposals (1–5) were approved and proposal 6, which the board recommended against, was rejected.

How many Perion Network (PERI) shares were represented at the annual meeting?

A total of 26,112,713 ordinary shares, representing approximately 64% of the issued and outstanding ordinary shares as of the record date, were present or represented by proxy at the meeting.

Were Perion Network (PERI) board recommendations followed by shareholders?

Yes. Shareholders approved proposals 1 to 5, for which the board recommended a vote "for," and rejected proposal 6, for which the board recommended a vote "against," in each case by the requisite majority.

Under which legal framework were Perion Network’s (PERI) meeting results determined?

The voting results were determined in accordance with the Israeli Companies Law, 5759-1999, and Perion Network Ltd.’s articles of association.

How does this Perion Network (PERI) 6-K relate to its Form S-8 registrations?

This Form 6-K is incorporated by reference into Perion Network Ltd.’s Registration Statements on Form S-8, identified by file numbers including 333-262260, 333-266928, 333-272972, 333-279055, 333-282649, 333-284011 and 333-287426.

Where can investors find more details on the Perion Network (PERI) meeting proposals?

Details on proposals 1 through 6 are included in the Proxy Statement that was attached as Exhibit 99.1 to a prior Form 6-K filed on November 13, 2025, and amended by a Form 6-K/A filed on November 17, 2025.