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[6-K] Valens Semiconductor Ltd. Current Report (Foreign Issuer)

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6-K

Rhea-AI Filing Summary

Valens Semiconductor Ltd. announced a planned management transition, as Chief Financial Officer Guy Nathanzon informed the company on April 13, 2026 of his desire to step down. His resignation will be effective no later than July 13, 2026 and is not due to any disagreement with the company.

The company has begun searching for a new Chief Financial Officer and will announce the successor and the final effective resignation date later. This report is also incorporated by reference into Valens Semiconductor’s existing Form F-3 and multiple Form S-8 registration statements.

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Insights

Valens faces a routine but important CFO transition with a defined timeline.

The company disclosed that CFO Guy Nathanzon intends to resign, with effectiveness no later than July 13, 2026. The filing states his departure is to pursue new endeavors and is not due to any disagreement with the company.

Valens has already initiated a search for a new CFO and plans to announce both the successor and the final effective resignation date later. The report is incorporated into existing Form F-3 and Form S-8 registration statements, ensuring the management change is reflected across those offering documents.

Notification date April 13, 2026 Date CFO informed company of intent to step down
Latest effective resignation date July 13, 2026 No later than this date for CFO resignation
Form 6-K month April 2026 Reporting period for the foreign private issuer report
Signature date April 14, 2026 Date the report was signed by the CEO
Form 6-K regulatory
"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT RULE 13a-16"
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.
foreign private issuer regulatory
"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT RULE 13a-16"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
Form F-3 regulatory
"incorporated by reference into the Registrant’s registration statement on Form F-3"
Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.
Form S-8 regulatory
"and Form S-8 (File Nos. 333-259849, 333-269250, 333-276520 and 333-293747)"
A Form S-8 is a U.S. Securities and Exchange Commission registration that lets a public company set aside shares for employee benefit plans and stock-based compensation. Think of it as opening a dedicated account that authorizes the company to issue or reserve stock for workers and directors; it matters to investors because it enables share dilution when those awards are granted or exercised and signals how management is compensated and incentivized.
registration statement regulatory
"incorporated by reference into the Registrant’s registration statement on Form F-3"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
Form 6-K: How Foreign Companies Report to the SEC →

 

 

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 April 2026

 

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

 

Management Transition

 

On April 13, 2026, Guy Nathanzon, the Chief Financial Officer of Valens Semiconductor Ltd. (the “Company”), advised the Company of his desire to step down from his position as the Chief Financial Officer of the Company, effective no later than July 13, 2026. Mr. Nathanzon is resigning to pursue new endeavors, and his resignation is not a result of any disagreement with the Company. The Company has initiated a search for a replacement and will announce its new Chief Financial Officer and the effective date of Mr. Nathanzon’s resignation in due course.

 

The Company expresses its gratitude to Mr. Nathanzon for his contributions during his tenure.

 

This Form 6-K is incorporated by reference into the Registrant’s registration statement on Form F-3 (Securities and Exchange Commission File No. 333-260390) and Form S-8 (File Nos. 333-259849, 333-269250, 333-276520 and 333-293747), and will be a part thereof from the date on which this Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

 1

 

 

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.
   
  By:  /s/ Yoram Salinger
    Name:  Yoram Salinger
    Title: Chief Executive Officer

 

Date: April 14, 2026

 

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Source: View Original Filing on SEC EDGAR

FAQ

What management change did Valens Semiconductor (VLN) disclose in this Form 6-K?

Valens Semiconductor disclosed that Chief Financial Officer Guy Nathanzon plans to step down. His resignation will become effective no later than July 13, 2026. The company has begun searching for a new CFO and will announce his successor and exact transition date later.

Why is Valens Semiconductor CFO Guy Nathanzon resigning, according to the filing?

The filing states that CFO Guy Nathanzon is resigning to pursue new endeavors. It explicitly notes that his resignation is not the result of any disagreement with Valens Semiconductor, suggesting the move is a personal career decision rather than driven by internal disputes or conflicts.

When will Valens Semiconductor’s CFO transition become effective?

Valens Semiconductor reported that CFO Guy Nathanzon’s resignation will be effective no later than July 13, 2026. The company plans to announce both the appointment of a new Chief Financial Officer and the final effective date of his resignation in a future communication.

Has Valens Semiconductor named a replacement CFO for Guy Nathanzon yet?

Valens Semiconductor has not yet named a replacement Chief Financial Officer. The company stated it has initiated a search for a new CFO and will announce the selected candidate and the effective date of Guy Nathanzon’s resignation once those decisions are finalized and ready to share.

How does this Valens Semiconductor Form 6-K relate to its existing registration statements?

The Form 6-K is incorporated by reference into Valens Semiconductor’s Form F-3 and several Form S-8 registration statements. This means the disclosed CFO transition becomes part of those securities registration documents, keeping them current until later filings supersede this information where applicable.