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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): September 19, 2024 (September 16, 2024)

 

Silexion Therapeutics Corp
(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-42253   N/A
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.) 

 

2 Hama’ayan Street

Modi’in-Maccabim-ReutIsrael

  7177871
(Address of principal executive offices)   (Zip Code) 

 

+972-8-6286005
(Registrant’s telephone number, including area code)
 
N/A
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class    Trading Symbol(s)   Name of each exchange on which
registered
Ordinary Shares, par value $0.0001 per share   SLXN   The Nasdaq Stock Market LLC
Warrants exercisable for Ordinary Shares at an exercise price of $11.50 per share   SLXNW   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(b) On September 16, 2024, Ilan Shiloah, an independent director serving on the board of directors (the “Board”) of Silexion Therapeutics Corp, a Cayman Islands exempted company (the “Company”), informed the Company that he has resigned from the Board, including from his membership on each of the committees of the Board— the audit committee, the compensation committee, and the corporate governance and nominating committee— effective immediately. Mr. Shiloah had served as a director of the Company since the closing of the Company’s business combination transaction on August 15, 2024 pursuant to the Amended and Restated Business Combination Agreement, dated as of April 3, 2024, by and among the Company, Moringa Acquisition Corp, a Cayman Islands exempted company, August M.S. Ltd., an Israeli company and a wholly-owned subsidiary of the Company, Moringa Acquisition Merger Sub Corp, a Cayman Islands exempted company and a wholly-owned subsidiary of the Company, and Silexion Therapeutics Ltd., an Israeli company

 

Mr. Shiloah’s decision to resign stemmed from competing demands on his time, and did not arise or result from any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

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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 hereunto duly authorized.

 

  SILEXION THERAPEUTICS CORP
   
Date: September 19, 2024 /s/ Ilan Hadar
  Name:  Ilan Hadar
  Title: Chief Executive Officer

 

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