6-K
SaverOne 2014 Ltd. (SVRE)
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 March 2026 (Report No. 2)
Commission file number: 001-41387
SaverOne 2014 Ltd.
(Translation of registrant’s name into English)
Em Hamoshavot Rd. 94
Petah Tikvah, 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 ☐
The disclosure in this Form 6-K is hereby incorporated by reference into the registrant’s Registration Statements on Form S-8 (File No. 333-274455) and Form F-3 (File No. 333-274458, 333-263338 and 333-269260), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
CONTENTS
On March 5, 2026, SaverOne 2014 Ltd. (the “Company”) completed the initial closing (the “Stage 1 Closing”) under the Exchange Agreement, dated as of January 26, 2026 (the “Exchange Agreement”) by and between the Company and VisionWave Holdings, Inc. (the “VisionWave”).
As previously disclosed in the Company’s report on Form 6-K filed with the Securities and Exchange Commission on January 26, 2026, the Exchange Agreement provides for a staged equity exchange and strategic collaboration, pursuant to which, upon completion of all stages, VisionWave will beneficially own approximately 51% of SaverOne’s issued and outstanding ordinary shares (on a fully diluted basis, excluding certain dilutive effects), and SaverOne will own shares of the Company’s common stock having an aggregate value of $7 million (subject to a value protection mechanism). The transactions also include the grant by the Company to SaverOne of a non-exclusive license to certain of the Company’s RF-related intellectual property to support the development of the Company’s RF-focused defense and military technology initiatives.
At the Stage 1 Closing, VisionWave issued to the Company 365,610 shares of VisionWave’s restricted shares of common stock (the “Stage 1 VisionWave Shares”) having an aggregate value of approximately $2.75 million, calculated based on the VWAV Average Price (as defined in the Exchange Agreement) of $7.5031 per share. In exchange, SaverOne will issue to the Company148,584 restricted ADSs (representing 6,418,828,800 restricted ordinary shares) representing 19.99% of SaverOne’s issued and outstanding share capital as of the effective date of the Exchange Agreement (calculated on a fully diluted basis, excluding any dilutive effects from future issuances unrelated to the Exchange Agreement). In order to preserve the agreed economic value of the Stage 1 VisionWave Shares, in the event that the market price of the VisionWave common stock declines by more than 10% from the VWAP price for any stage during the ten (10) trading days following issuance, then VisionWave undertook to issue additional VisionWave common stock or pre-funded warrant to make up the shortfall, subject to compliance with Nasdaq rules.
The foregoing description of the Stage 1 Closing and the Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the Exchange Agreement, a copy of which is filed as an exhibit to this report on Form 6-K which was filed on January 26, 2026.
On March 10, 2026, the Company issued a press release announcing the Stage 1 Closing. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
1
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press released titled: “SaverOne and VisionWave Complete the First Stage of their Strategic Transaction to Advance an RF Defense Platform” |
2
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.
| Date: March 10, 2026 | SAVERONE 2014 LTD. | |
|---|---|---|
| By: | /s/ Ori Gilboa | |
| Name: | Ori Gilboa | |
| Title: | Chief Executive Officer |
3
Exhibit 99.1
SaverOneand VisionWave Complete the First Stage of their Strategic Transaction to Advance an RF Defense Platform
Initial $2.75 million investment completed aspart of up to $7 million strategic transaction; Agreement includes RF technology collaboration expanding SaverOne’s platform intodefense and security markets
Petah Tikvah, Israel, March 10, 2026 (GLOBE NEWSWIRE) --SaverOne 2014 Ltd. (Nasdaq: SVRE, TASE: SVRE), a technology company specializing in advanced transportation safety and RF-based solutions, today announced the completion of the first stage in its strategic transaction with VisionWave Holdings, Inc. (Nasdaq: VWAV), a multi-domain technology company building next-generation autonomous robotics, RF imaging, and AI-driven sensing**.**
The completion of the first stage marks the formal launch of the companies’ strategic collaboration to integrate SaverOne’s RF sensing technologies into VisionWave’s evolving multi-domain defense and security platform. As part of this initial stage, SaverOne received a full license to use intellectual property related to VisionWave’s defense products. Concurrently, VisionWave acquired a 19.99% equity stake in SaverOne and SaverOne received approximately $2.75 million in VisionWave equity.
The collaboration is intended to address a growing global need for RF-based detection, sensing and locating solutions for defense, homeland security and critical infrastructure applications, especially where visibility is limited or conventional optical systems are less effective. The companies plan to jointly advance the integration and commercialization of these solutions for mission-critical defense and security use cases.
Recent real-world demonstrations of SaverOne’s RF sensing technologies showed capabilities including the detection of wireless signal activity and pedestrian presence in limited-visibility and non-line-of-sight scenarios. Both companies believe these capabilities can complement conventional sensing systems in applications such as counter-drone detection, threat identification, infrastructure protection, urban situational awareness and autonomous systems.
**Ori Gilboa, Chief Executive Officer of SaverOne,**commented: “We are pleased to announce the successful completion of the first stage of our strategic transaction with VisionWave. This marks an important step in expanding SaverOne’s RF technology into defense, homeland security and critical infrastructure markets. We believe this collaboration can open meaningful new market opportunities for SaverOne and accelerate the commercialization of advanced RF-based defense applications.”
**Douglas Davis, Executive Chairman of VisionWave,**said: “The completion of the first stage of this transaction represents an important milestone in VisionWave’s strategy to build an integrated sensing and autonomy technology platform.”
About SaverOne
SaverOne is a technology company that designs, develops, and commercializes OEM and aftermarket solutions and technologies to lower the risk of and prevent vehicle accidents.
SaverOne’s advanced solutions for saving lives on the road are powered by a patented AI technology that detects, locates and analyzes cell phone RF signals. The combination of proprietary hardware, software and algorithms serves as a blueprint for our innovative product lines.
SaverOne’s initial product line is a suite of solutions that saves lives by preventing car accidents resulting from distraction from using mobile phones while driving. SaverOne is also developing a sensor system for early location and direction detection under all visibility conditions of vulnerable road users (VRU) through their cellphone footprint.
Learn more at https://saver.one/
AboutVisionWave
VisionWave Holdings, Inc. (NASDAQ: VWAV) is focused on advanced sensing, autonomy, and AI-driven systems for defense and security applications. VisionWave Holdings. develops proprietary radio-frequency sensing and imaging technologies designed to enable real-time detection, decision support, and situational awareness across complex operational environments.
Forward Looking Statements
This press release contains “forward-lookingstatements” within the meaning of the Private Securities Litigation Reform Act and other securities laws that are subject to substantialrisks and uncertainties. All statements, besides those of historical fact, contained in this press release are forward-looking. Forward-lookingstatements contained in this press release include but are not limited to, statements regarding SaverOne’s strategic and businessplans, technology, relationships, objectives, and expectations for its business, the impact of trends on and interest in its business,intellectual property or product and its future results, operations, and financial performance and condition and may be identified bythe use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,”“expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,”“predict,” “project,” “target,” “aim,” “should,” “will” “would,”or the negative of these words or other similar expressions. However, not all forward-looking statements contain these words. Forward-lookingstatements are based on SaverOne’s current expectations and are subject to inherent uncertainties, risks, and assumptions that aredifficult to predict. Further, certain forward-looking statements are based on assumptions about future events that may not prove accurate.Many factors could cause SaverOne’s actual activities or results to differ materially from those anticipated in such forward-lookingstatements. Factors that could cause actual results to differ materially from those expressed or implied in such forward-looking statementsinclude, but are not limited to: our success in in integrating VisionWave’s technology and developing and expanding our RF capabilitiesinto the defense and security markets; VisionWave’s ability to complete the proposed equity issuances in compliance with applicablesecurities laws and Nasdaq rules; potential delays or failures in achieving the specified milestones; market acceptance of any futuredefense related products; SaverOne’s planned level of revenues and capital expenditures and its ability to continue as a going concern;SaverOne’s ability to maintain its listing on the Nasdaq Capital Market; SaverOne’s plans to continue to invest in researchand development to develop technology for both existing and new products; SaverOne’s intention to advance its technologies and commercializationefforts in Europe and globally; acceptance of its business model by investors; the ability to correctly identify and enter new markets;the impact of competition and new technologies; general market, political and economic conditions in the countries in which SaverOne operates;projected capital expenditures and liquidity; SaverOne’s intention to retain key employees, and its belief that it will maintaingood relations with all employees; as well as other risks and uncertainties, including, but not limited to, the risks detailed in theCompany’s Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 21,2025 and in subsequent filings with the SEC. Forward-looking statements in this announcement are made as of this date, and SaverOneundertakes no duty to update such information except as required under applicable law.
International Investor Relations Contact:
Ehud Helft
+1 212 378 8040
saverone@ekgir.com