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 August 2025
Commission
file number: 001-41334
RAIL
VISION LTD.
(Translation
of registrant’s name into English)
15
Ha’Tidhar St
Ra’anana,
4366517 Israel
(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 ☐
CONTENTS
This
Report of Foreign Private Issuer on Form 6-K consists of (i) the Registrant’s press release issued on August 22, 2025, titled
“Rail Vision Announces First Half 2025 Financial Results,” which is attached hereto as Exhibit 99.1; (ii) the Registrant’s
Interim Condensed Financial Statements as of June 30, 2025, which is attached hereto as Exhibit 99.2; and (iii) the Registrant’s
Management’s Discussion and Analysis of Financial Condition and Results of Operations for the six months ended June 30, 2025, which
is attached hereto as Exhibit 99.3.
The
first paragraph, the sections titled “First Half 2025 & Recent Highlights,” “Forward-Looking Statements,”
“First Half 2025 Financial Results,” the GAAP financial statements and the Reconciliation of GAAP to Non-GAAP Financial Measures
table in the press release attached as Exhibit 99.1, Exhibit 99.2, Exhibit 99.3, are incorporated by reference into the Registrant’s
Registration Statements on Form F-3 (File Nos. 333-271068, 333-272933, 333-276869, 333-277963 and 333-278645) and Form S-8 (File Nos.
333-265968, 333-281329 and 333-286652), to be a part thereof from the date on which this report is submitted, to the extent not superseded
by documents or reports subsequently filed or furnished.
EXHIBIT
INDEX
| Exhibit
No. |
|
|
| 99.1 |
|
Press
release issued by Rail Vision Ltd. on August 22, 2025, titled “Rail Vision Announces First Half 2025 Financial Results.” |
| 99.2 |
|
Rail Vision Ltd.’s Interim Condensed Financial Statements as of June 30, 2025. |
| 99.3 |
|
Rail Vision Ltd.’s Management’s Discussion and Analysis of Financial Condition and Results of Operations for the six months ended June 30, 2025. |
| 101.INS* |
|
Inline XBRL Instance Document |
| 101.SCH* |
|
Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL* |
|
Inline XBRL Taxonomy Extension Calculation Linkbase
Document |
| 101.LAB* |
|
Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE* |
|
Inline XBRL Taxonomy Extension Presentation Linkbase
Document |
| 101.DEF* |
|
Inline XBRL Taxonomy Extension Definition Linkbase
Document |
| 104* |
|
Cover Page Interactive Data File formatted as Inline
XBRL and contained in Exhibit 101 |
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.
| |
Rail Vision Ltd. |
| |
|
| Date:
August 22, 2025 |
By: |
/s/
Ofer Naveh |
| |
Name: |
Ofer Naveh |
| |
Title: |
Chief Financial Officer |