6-K

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 MAY 2021

COMMISSION FILE NUMBER 001-40173

MeaTech 3D Ltd.
(Translation of registrant’s name into English)

MeaTech 3D Ltd.
18 Einstein St., P.O. Box 4061
Ness Ziona 7414001 Israel
+972 -77-541-2206
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20‑F or Form 40‑F:

Form 20‑F ☒   Form 40‑F ☐

Indicate by check mark if the registrant is submitting the Form 6‑K in paper as permitted by Regulation S‑T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6‑K in paper as permitted by Regulation S‑T Rule 101(b)(7): ☐

INITIATION OF VOLUNTARY DELISTING FROM THE TEL AVIV STOCK EXCHANGE

On May 3, 2021, MeaTech 3D Ltd. (the “Company”) announced 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 August 3, 2021, and the Ordinary Shares will be delisted from the TASE on August 5, 2021. The Company’s American Depositary Shares (the “ADSs”), each representing ten of its Ordinary Shares, will continue to be traded on the Nasdaq Capital Market (“Nasdaq”) under the symbol “MITC.” 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.

The Company will pay Israeli banks and brokers their fees for all shareholders whose Ordinary Shares are converted into ADSs on or before the date of delisting from the TASE. In addition, until 90 days from the date of the press release announcing the delisting, shareholders whose Ordinary Shares are converted into ADSs will not be required to pay any conversion fees to the depositary, the Bank of New York Mellon. Every ten Ordinary Shares shall be converted into one ADS.

DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K

On May 3, 2021, the Company issued a press release, attached hereto as Exhibit 99.1, announcing the voluntary delisting.

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.

MeaTech 3D Ltd.
By:	/s/ Sharon Fima
	Name: Sharon Fima
	Title: Chief Executive Officer, Chief           Technology Officer and Director

Date: May 3, 2021

EXHIBIT INDEX

Exhibit	Description of Exhibit
99.1	Press Release dated May 3, 2021 - MeaTech 3D Initiates Process to Voluntarily Delist its Ordinary Shares from the Tel Aviv Stock Exchange

EX-99.1

Exhibit 99.1

PRESS RELEASE

MeaTech 3D Initiates Process to Voluntarily Delist its Ordinary Shares from the Tel Aviv Stock Exchange

Ness Ziona, Israel, May 3, 2021 – MeaTech 3D Ltd. ("MeaTech"), a technology company focused on developing cultured meat production capabilities including its proprietary three-dimensional printing technology, biotechnology processes, and customizable manufacturing processes for slaughter-free real meat manufacturing, today announced that it is initiating a process 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 August 3, 2021, and the Ordinary Shares will be delisted from the TASE on August 5, 2021. Until the last day of trading on the TASE, shareholders will be able to continue to buy and sell Ordinary Shares in 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. Meat-Tech’s American Depositary Shares (the “ADSs”), each representing ten Ordinary Shares, will continue to be traded on the Nasdaq Capital Market (“Nasdaq”) under the symbol “MITC.”

The decision to delist from the TASE was taken as MeaTech’s board of directors and management believe it will help position the MeaTech group of companies internationally, allow MeaTech to focus its investor and public relations efforts, and maximize MeaTech’s potential.

MeaTech does not anticipate any change or damage to the value of holdings or tradeability of the Ordinary Shares as a result of the conversion into ADSs or from the transfer of the value into U.S. dollars. Every ten Ordinary Shares shall be converted into one ADS.

MeaTech urges all holders of Ordinary Shares that are traded on the TASE to convert their Ordinary Shares by the date of delisting from the TASE, and to contact their banks or brokers with any questions about the conversion process. MeaTech will pay directly to the Israeli banks and brokers their fees for all shareholders who convert Ordinary Shares into ADSs on the date of delisting from the TASE. 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.

About MeaTech

 MeaTech 3D is an international company at the forefront of the cultured meat revolution, listed on the Nasdaq and Tel Aviv stock exchanges as MITC. The company initiated activities in 2019 and is headquartered in Ness Ziona, Israel, with a subsidiary in Antwerp, Belgium.

MeaTech is developing a suite of advanced manufacturing technologies to produce alternative protein products. These technologies are focused on producing cell-based beef and chicken, and enhancing plant-based foods with real meat, with a particular focus on the development of high-throughput bioprinting systems to produce premium, center-of-plate meat products, such as steak.

MeaTech aims to produce end-products, as well as licensing its technologies to customers along the meat and alternative protein supply chain, such as value-added food processors and premier food brands.

The company believes cultured meat technologies hold significant potential to improve the sustainability of meat production, simplify the meat supply chain, and offer consumers a range of new product offerings.

For more information, please visit https://meatech3d.com/.

Forward-Looking Statements

This press release contains forward-looking statements, including with respect to the delisting of MeaTech's ordinary shares from the Tel Aviv Stock Exchange. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including market and other conditions. MeaTech undertakes no obligation to update any such forward-looking statements after the date hereof to conform to actual results or changes in expectations, except as required by law. 

MeaTech Press Contact:	MeaTech Investor Contacts:
Alan Rainier  Rainier Communications alanryan@rainierco.com	Megan Paul Edison Group  mpaul@edisongroup.com	Ehud Helft Edison Israel  ehelft@edisongroup.com