RedHill Biopharma (RDHL) raises ADS at-the-market offering limit

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

RedHill Biopharma Ltd. filed a Form 6-K to report that it has increased the maximum aggregate offering amount of American Depositary Shares that may be issued and sold under its existing at-the-market equity program with H.C. Wainwright & Co., LLC.

Each American Depositary Share represents ten thousand of RedHill’s ordinary shares. The filing also attaches updated legal opinions and consents as exhibits and incorporates this report by reference into multiple existing Form S-8 and Form F-3 registration statements.

Key Figures

ADS ratio: 1 ADS = 10,000 ordinary shares

1 metrics

ADS ratio 1 ADS = 10,000 ordinary shares Representation ratio for RedHill Biopharma ADSs

Key Terms

American Depositary Shares, At The Market Offering Agreement, Registration Statements on Form S-8, Registration Statements on Form F-3, +1 more

5 terms

American Depositary Shares financial

"the maximum aggregate offering amount of the American Depositary Shares, each representing ten thousand (10,000) of its ordinary shares"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

At The Market Offering Agreement financial

"may be issued and sold from time to time under the At The Market Offering Agreement that the Company entered into with H.C. Wainwright & Co., LLC"

An at-the-market offering agreement is a contract that lets a company sell newly issued shares directly into the open market through a broker, at whatever price the stock is trading at that moment. For investors this matters because it can increase the number of shares available (which may dilute existing ownership) while providing a flexible, often faster way for the company to raise cash without fixing a price, similar to a vendor selling small batches at current market stalls rather than setting a single fixed price.

Registration Statements on Form S-8 regulatory

"hereby incorporated by reference into the Company's Registration Statements on Form S-8 filed with the Securities and Exchange Commission on May 2, 2013"

Registration Statements on Form F-3 regulatory

"and its Registration Statements on Form F-3 filed with the Securities and Exchange Commission on March 30, 2021"

Form 6-K regulatory

"This Form 6-K is hereby incorporated by reference into the Company's Registration Statements"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

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Available on EDGAR 06/29/2026 - 07:01 AM Accepted by SEC EDGAR 06/29/2026 - 07:00 AM

FAQ

What did RedHill Biopharma (RDHL) disclose in this June 2026 Form 6-K?

RedHill Biopharma disclosed that it increased the maximum aggregate offering amount of American Depositary Shares under its existing at-the-market equity program, and updated related legal opinions and consents incorporated into several Form S-8 and Form F-3 registration statements.

What are RedHill Biopharma (RDHL) American Depositary Shares in this filing?

RedHill Biopharma’s American Depositary Shares are securities where each ADS represents ten thousand ordinary shares with a par value of NIS 0.01 per share. This ratio defines how many underlying ordinary shares each ADS stands for in the U.S. market.

Which agreement governs RedHill Biopharma’s at-the-market ADS offering?

The at-the-market ADS offering is conducted under an At The Market Offering Agreement between RedHill Biopharma and H.C. Wainwright & Co., LLC, originally entered into on February 3, 2025, allowing ADS issuance and sales from time to time.

Which RedHill Biopharma registration statements are affected by this Form 6-K?

This Form 6-K is incorporated by reference into multiple RedHill Biopharma registration statements, including numerous Form S-8 filings from 2013 through 2026 and several Form F-3 shelf registration statements filed between 2021 and 2024 with the SEC.

What legal opinions are attached to RedHill Biopharma’s June 2026 Form 6-K?

The filing attaches legal opinions from Goldfarb Gross Seligman & Co. and Haynes and Boone, LLP, along with their related consents. These opinions typically address the validity of the securities offered under the company’s registration and prospectus documents.

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 June 2026
Commission File No.:001-35773

REDHILL BIOPHARMA LTD.

(Translation of registrant’s name into English)

21 Ha’arba’a Street, Tel Aviv, 6473921, Israel

(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 ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

On June 29, 2026, RedHill Biopharma Ltd. (the “Company”) filed a prospectus supplement to increase the maximum aggregate offering amount of the American Depositary Shares, each representing ten thousand (10,000) of its ordinary shares, par value NIS 0.01 per share, that may be issued and sold from time to time under the At The Market Offering Agreement that the Company entered into with H.C. Wainwright & Co., LLC on February 3, 2025.

Attached hereto and incorporated by reference in this Report on Form 6-K are the following exhibits:

Exhibit 5.1: Goldfarb Gross Seligman & Co..

Exhibit 5.2: Opinion of Haynes and Boone, LLP.

Exhibit 23.1: Consent of Goldfarb Gross Seligman & Co. (included in Exhibit 5.1).

Exhibit 23.2: Consent of Haynes and Boone, LLP (included in Exhibit 5.2).

This Form 6-K is hereby incorporated by reference into the Company's Registration Statements on Form S-8 filed with the Securities and Exchange Commission on May 2, 2013 (Registration No. 333-188286), on October 29, 2015 (Registration No. 333-207654), on July 25, 2017 (Registration No. 333-219441), on May 23, 2018 (Registration No. 333-225122), on July 24, 2019 (File No. 333-232776), on March 25, 2021 (File No. 333-254692), on May 3, 2021 (File No. 333-255710), on January 11, 2022 (File No. 333-262099), on June 27, 2022 (File No. 333-265845), on June 29, 2023 (File No. 333-273001), on June 20, 2024 (File No. 333-280327), on March 25, 2025 (File No. 333-286082) and on January 22, 2026 (File No. 333-292879), and its Registration Statements on Form F-3 filed with the Securities and Exchange Commission on March 30, 2021 (File No. 333-254848), on August 4, 2023 (File No. 333-273709), on October 13, 2023 (File No. 333-274957), as amended, and on August 9, 2024 (File No. 333-281417).

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.

	REDHILL BIOPHARMA LTD.
	(the “Registrant”)

Date: June 29, 2026	By:	/s/ Dror Ben-Asher
	Name:	Dror Ben-Asher
	Title:	Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

2 documents