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: 001-40842
VALENS
SEMICONDUCTOR LTD.
(Exact
name of registrant as specified in its charter)
8
Hanagar St. POB 7152
Hod
Hasharon 4501309
Israel
(Address
of principal executive office)
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
Exhibit 99.1 to this report, furnished on Form
6-K, is incorporated by reference into the Registrant’s registration statement on Form
F-3 (File No. 333-260390) and Form S-8 (File Nos. 333-259849,
333-269250 and 333-276520),
except with respect to the second, third and fourth paragraphs and all text under the heading “Financial Outlook,” which shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities
of that section.
TABLE
OF CONTENTS
| ITEM |
|
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| 99.1 |
|
Earnings Release dated November 12, 2025 |
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.
| |
VALENS SEMICONDUCTOR LTD. |
| |
|
|
|
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By: |
/s/
Gideon Ben-Zvi |
| |
|
Name: |
Gideon Ben-Zvi |
| |
|
Title: |
Chief Executive Officer |
Date:
November 12, 2025