6-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2019

Anchiano Therapeutics Ltd. 

(Translation of registrant’s name into English)

1/3 High-Tech Village, Givat Ram, P.O. Box 39264

Jerusalem, 9139102 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    x Form 40-F    ¨

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes    ¨ No    x

On March 14, 2019, Anchiano Therapeutics Ltd. (the “Company”) announced an update with respect to its intention to voluntarily delist its ordinary shares, no par value (the “Ordinary Shares”), from trading on the Tel Aviv Stock Exchange Ltd. (the “TASE”).

The Company has requested that the TASE initiate the process to delist its Ordinary Shares. In accordance with applicable Israeli law and the rules of the TASE, the last day the Ordinary Shares will trade on the TASE will be June 13, 2019, and the Ordinary Shares will be delisted from the TASE on June 17, 2019. The Company’s American Depositary Shares (the “ADSs”), each representing five of its Ordinary Shares, will continue to be traded on the Nasdaq Capital Market (“Nasdaq”) under the symbol “ANCN.” The Company will continue to file public reports and make public disclosures in accordance with the rules and regulations of the U.S. Securities and Exchange Commission and Nasdaq.

Shareholders who are interested in continuing to hold their Ordinary Shares and trade them on Nasdaq should notify their bank or broker and request to convert their Ordinary Shares to ADSs. The Company will pay directly to the Israeli banks and brokers their fees for all shareholders who convert Ordinary Shares into ADSs on or before May 13, 2019. In addition, until 90 days from the date of the press release announcing the delisting, shareholders who convert their Ordinary Shares into ADSs will not be required to pay any conversion fees to the depositary, the Bank of New York Mellon. Every five Ordinary Shares shall be converted into one ADS.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Exhibit No.	Description of Exhibit
99.1	Press Release dated March 14, 2019

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.

Anchiano Therapeutics Ltd.
By:	/s/ Dr. Frank G. Haluska
	Dr. Frank G. Haluska
	Chief Executive Officer

 Dated March 14, 2019

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Anchiano Therapeutics Initiates Process to Voluntarily Delist its Ordinary Shares from the Tel Aviv Stock Exchange

CAMBRIDGE, Mass., March 14, 2019 - Anchiano Therapeutics Ltd. (Nasdaq and TASE: ANCN) (“Anchiano”) today announced an update with respect to its intention to voluntarily delist its ordinary shares, no par value (the “Ordinary Shares”), from the Tel Aviv Stock Exchange Ltd. (the “TASE”).

In accordance with applicable Israeli law and the rules of the TASE, the last day the Ordinary Shares will trade on the TASE will be June 13, 2019, and the Ordinary Shares will be delisted from the TASE on June 17, 2019. Until the last day of trading on the TASE, shareholders will be able to continue to buy and sell Ordinary Shares in exactly the same manner as has been the case to date, by issuing buy or sell orders to the banks or brokers that hold the Ordinary Shares for the shareholders. Anchiano’s American Depositary Shares (the “ADSs”), each representing five Ordinary Shares, will continue to be traded on the Nasdaq Capital Market (“Nasdaq”) under the symbol “ANCN.”

The decision to delist from the TASE was taken as Anchiano’s board of directors and management believe it will maximize shareholder value.

Shareholders who are interested in continuing to hold their Ordinary Shares and trade them on Nasdaq should notify their bank or broker as soon as possible and request to convert their Ordinary Shares into ADSs. Conversion of the Ordinary Shares to ADSs will transfer the value of the Ordinary Shares from New Israeli Shekels to U.S. dollars. According to Anchiano’s estimation, no change or damage to the value of holdings or tradeability of the Ordinary Shares is expected as a result of the conversion into ADSs or from the transfer of the value into U.S. dollars. Every five Ordinary Shares shall be converted into one ADS.

Anchiano urges all holders of Ordinary Shares that are traded on the TASE to convert their Ordinary Shares at the earliest and to contact their banks or brokers with any questions about the conversion process. Anchiano will pay directly to the Israeli banks and brokers their fees for all shareholders who convert Ordinary Shares into ADSs on or before May 13, 2019. In addition, until 90 days from the date of this announcement, shareholders who convert their Ordinary Shares into ADSs will not be required to pay any conversion fees to the depositary, the Bank of New York Mellon.

Shareholders can also contact Anchiano with any questions at ADS@anchiano.com.

About Anchiano

Anchiano is a pivotal-stage biopharmaceutical company focused on the discovery and development of novel therapies to treat cancer, with offices in Cambridge, MA, and Jerusalem, Israel. Anchiano’s most advanced product candidate, inodiftagene vixteplasmid, is in development as a treatment for non-muscle-invasive bladder cancer. For more information on Anchiano, please visit www.anchiano.com.

Forward-Looking Statements

This press release contains “forward-looking statements” that are subject to risks and uncertainties.  Words such as “believes,” “intends,” “expects,” “projects,” “anticipates” and “future” or similar expressions are intended to identify forward-looking statements.  These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions, many of which are beyond the control of Anchiano, including, without limitation, the risk factors and other matters set forth in its filings with the Securities and Exchange Commission, including, when filed, its Annual Report on Form 20-F for the year ended December 31, 2018.  Anchiano undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

Company Contact:

Frank Haluska, M.D., Ph.D.

President and Chief Executive Officer

info@anchiano.com