株探米国株
英語
エドガーで原本を確認する

 

 

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 November 2025

 

Commission File Number: 001-40884

 

ARBE ROBOTICS LTD.

(Translation of registrant’s name into English)

 

HaHashmonaim St. 107

Tel Aviv-Yafo, Israel

Tel: +972-73-7969804, ext. 200

(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 ☐

 

 

 

 


 

INFORMATION CONTAINED IN THIS CURRENT REPORT ON FORM 6-K

 

 On November 17, 2025, Arbe Robotics Ltd. (the “Company”) issued a press release announcing financial results for the quarter ended September 30, 2025. The press release is furnished as Exhibit 99.1 to this Report on Form 6-K.

 

The Company will host a live conference call on Monday, November 17, 2025, at 8:30 a.m. Eastern Time to discuss the Company’s third quarter financial results.

 

Speakers at the conference call will include Kobi Marenko, co-founder and chief executive officer, and Karine Pinto-Flomenboim, chief financial officer. Interested persons can register in advance at https://dpregister.com/sreg/10204339/1004b29d6d3 Log-in instructions will be available upon registering for the event. Participants may register at any time, including up to and after the call start time. The live call may be accessed via telephone at (844) 481-3015 toll-free, 1-809-212373 Israel toll-free, or +1 (412) 317-1880 internationally. The call will be webcast live and accessible from a link Arbe’s Investor Relations website at: https://ir.arberobotics.com. An archived webcast of the conference call can be accessed at Arbe’s Investor Relations website at: https://ir.arberobotics.com.

 

 Cautionary Note Regarding Forward-Looking Statements

 

This Current Report on Form 6-K (“report”) including its Exhibit 99.1 contains, and the conference call described in this report will contain, “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The words “expect,” “believe,” “estimate,” “intend,” “plan,” “anticipate,” “may,” “should,” “strategy,” “future,” “will,” “project,” “potential” and similar expressions indicate forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. These risks and uncertainties include the effect of tariffs and trade policies of the United States, China and other countries, whether announced or implemented; the effect on the Israeli economy generally and on the Company’s business resulting from the terrorism and the hostilities in Israel and with its neighboring countries including the effects of the continuing war with Hamas in Gaza and any intensification of hostilities with others, including Iran and Hezbollah, and the effect of the call-up of a significant portion of its working population, including the Company’s employees; the effect of any potential boycott both of Israeli products and business and of stocks in Israeli companies; the effect of any downgrading of the Israeli economy and the effect of changes in the exchange rate between the US dollar and the Israeli shekel; and the risk and uncertainties described in “Cautionary Note Regarding Forward-Looking Statements,” “Item 3. Key Information – D. Risk Factors” and “Item 5. Operating and Financial Review and Prospects” and in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission (the “SEC”) on March 28, 2025, as well as other documents filed by the Company with the SEC. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and the Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation.

 

Information contained on, or that can be accessed through, the Company’s website or any other website or any social media is expressly not incorporated by reference into and is not a part of this report.

 

1


 

Exhibit Index

 

Exhibit No.   Document Description
99.1   Press Release dated November 17, 2025*
101.INS   Inline XBRL Instance Document.
101.SCH   Inline XBRL Taxonomy Extension Schema Document.
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF   Inline XBRL Taxonomy Definition Linkbase Document.
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

* The consolidated balance sheets at September 30, 2025 and December 31, 2024, the consolidated statements of operations for the three and nine months ended September 30, 2025 and 2024, and the consolidated statements of cash flow for the three and nine months ended September 30, 2025 and 2024, in each case, to the extent contained in this Press Release, are incorporated by reference in any registration statement on Form F-3 or Form S-8 that incorporates by reference material filed by the Company with the SEC.

 

2


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  ARBE ROBOTICS LTD.
     
Date: November 17, 2025 By: /s/ Kobi Marenko
  Name:  Kobi Marenko 
  Title: CEO

 

 

3

 

Exhibit 99.1

 

 

Arbe Announces Q3 2025 Financial Results

 

TEL AVIV, Israel, November 17, 2025 - Arbe Robotics Ltd. (NASDAQ: ARBE) (TASE: ARBE) (“Arbe,” “we,” “our” and the “Company”), a global leader in perception radar solutions, today announced its financial results and provided an investor update for its third quarter, ending September 30, 2025.

 

Recent Highlights

 

A major European OEM is expected to announce a strategic program award in the near future, and management believes Arbe’s radar chipset is in the lead to be selected as the key enabler of its eyes-off, hands-off automated-driving system for serial production retail vehicles.

 

A top Japanese OEM ordered radar kits from Arbe for its Level 4 development activities and approved the continuation and expansion of the project initiated last year, including pre-development activities.

 

A premium European OEM is conducting data collection for a Level 3 program using radars based on Arbe’s chipset.

 

A leader in Artificial Intelligence computing ordered radar development kits for its full-stack autonomous-driving software development.

 

Three leading OEMs are in the request for information (RFI) process for eyes-off, hands-off functionality, with selections expected in 2026 and production targeted for 2028-2030.

 

Rising non-automotive demand: Arbe is seeing increased global activity in the defense sector, supplying radar systems for pilot programs and evaluation projects.

 

Sensrad, a Tier-1 supplier of Arbe, announced an order from WATCHIT for boat collision-prevention systems using its Hugin Radar powered by Arbe’s chipset, marking another non-automotive deployment and expanding a promising new vertical.

 

Arbe received two automotive-technology industry awards: the Just Auto Excellence Award in the Perception Systems category, and the AutoTech Breakthrough Award for Sensor Technology Solution of the Year 2025, recognizing Arbe’s leadership in ADAS and autonomous-driving radar.

 

Chris Van Dan Elzen, former Vice President of Magna International and EVP of Veoneer, joined Arbe’s Board of Directors. He brings over thirty years of experience with OEMs and Tier-1s, strong business acumen, and deep technological expertise, having previously managed global P&L for the largest active-safety product area and led more than 700 engineers worldwide.

 

 


 

 

Management Comment

 

“We made strong strategic progress in the third quarter,” said Kobi Marenko, Chief Executive Officer of Arbe Robotics. “Our evaluations with leading OEMs are advancing well, and we believe we are in the lead to be selected as the key enabler for an automated-driving program by a major European OEM in the near future, and we aim to secure three additional program wins in the next three quarters. We continue to support our Tier-1s as they move toward large-scale production using our chipsets. In addition, we see further momentum in non-automotive markets, including a recent win in boat-collision prevention.”

 

“As the automotive industry moves toward true Level 3 ‘eyes-off’ autonomy, OEMs increasingly require systems capable of operating safely at highway speeds. These next-generation programs require long-range, high-resolution sensing that performs reliably in all weather and lighting conditions, capabilities only advanced radar, such as Arbe’s, can provide.”

 

Marenko concluded, “We believe the growing momentum around Level 3 autonomy plays directly to our strengths and validates our technology roadmap. With multiple OEM engagements progressing, we anticipate Arbe will increasingly be recognized as the radar platform of choice for next-generation autonomy. We remain confident in our technology roadmap and look forward to meaningful revenue growth beginning in 2027.”

 

Third Quarter 2025 Financial Results Highlights

 

Revenues for Q3 2025 were $0.3 million, compared to $0.1 million in Q3 2024. Backlog as of September 30, 2025, amounted to $0.2 million.

 

Gross profit for Q3 2025 was negative ($0.2) million, compared to the negative gross profit of ($0.3) million in Q3 2024.

 

Operating expenses in Q3 2025 were $11.3 million, compared to $12.2 million in Q3 2024. The decrease was primarily driven by lower share-based compensation expense, related to the full vesting of prior year grants. The decrease was partially offset by an unfavorable foreign exchange impact.

 

Operating loss in Q3 2025 was $11.5 million, compared to a $12.4 million loss in Q3 2024.

 

Net loss in Q3 2025 was $11 million, compared to a net loss of $12.6 million in Q3 2024. Net loss in Q3 2025 included $0.5 million in financial income, compared to $0.1 million in financial expenses in Q3 2024. Financial income in Q3 2025 is mainly related to interest from bank deposits and call option realized, partially offset by changes in the foreign exchange rate, and revaluation related to our convertible debentures traded in TASE.

  

2


 

 

Adjusted EBITDA for Q3 2025, a non-GAAP measurement which excludes expenses for non-cash share-based compensation and for non-recurring items, was a loss of $9.2 million, compared with a loss of $8.2 million in Q3 2024.

 

We believe that this non-GAAP measurement is important in management’s evaluation of our use of cash and in planning and evaluating our cash requirements for the coming period.

 

Balance Sheet and Liquidity Highlights

 

As of September 30, 2025, Arbe had $52.6 million in cash and cash equivalents and short- term bank deposits.

 

As of September 30, 2025, Arbe had $49.1 million in shareholders’ equity.

 

The Company complies with the financial covenants as set forth under the coverable debentures, and holds cash substantially above the minimum threshold.

 

Outlook

 

Arbe’s leadership in high resolution radar continues to be recognized by major automotive decision makers, with strong engagement across top OEMs and Tier 1s. The Company’s balance sheet remains strong following strategic funding events that support the Company’s long term growth and continued execution of its strategic plan.

 

While global economic shifts are leading some OEMs to delay new model launches and extend decision timelines for advanced driver assistance systems, Arbe’s market position continues to strengthen. Arbe is actively expanding engagements with leading OEMs, progressing through advanced RFQ stages, and building a solid foundation for large-scale adoption.

 

The Company’s goal remains to secure four design wins with OEMs in the coming three quarters.

 

For 2025, revenues are expected to be in the $1 to $2 million range. The change reflects the timing shift of certain NRE programs.

 

Adjusted EBITDA guidance remains unchanged at ($29 million) to ($35 million).

 

Conference Call & Webcast Details

 

Arbe will host a conference call and webcast today, November 17, 2025, at 8:30 am ET. Speakers will include Kobi Marenko, Chief Executive Officer, Co-Founder and Director, and Karine Pinto-Flomenboim, Chief Financial Officer.

 

3


 

 

The live call may be accessed via:

 

U.S. Toll Free: 1-844-481-3015

 

International: +1-412-317-1880

 

Israel: 1-809-212-373

 

The Company encourages participants to pre-register for the conference call using the following link: https://dpregister.com/sreg/10204339/1004b29d6d3

 

Participants may pre-register at any time, including up to and after the call start time. The live webcast will be accessible from the same link on the day of the call and can also be accessed from Arbe’s Investor Relations website at: https://ir.arberobotics.com.

 

An archived webcast of the conference call will also be made available on the website the day following the call.

 

The day after the call, a live webcast of the call can be accessed from Arbe’s Investor Relations website at https://ir.arberobotics.com/news/ir-calendar.

 

An archived webcast of the conference call will also be made available on Arbe’s website the day following the call.

 

About Arbe

 

Arbe (Nasdaq: ARBE) (TASE: ARBE), a global leader in ultra-high-resolution radar solutions, is driving a radar revolution. Its cutting-edge radar chipset delivers up to 100 times more detail than other radar systems, empowering automakers and radar Tier-1s to develop truly safe driving systems that scale from ADAS to hands-free, eyes-off capabilities and up to full vehicle autonomy. Arbe’s technology addresses the most critical use cases by delivering real-time, 4-dimensional imaging that enables the perception stack with information such as precise mapping of drivable free space in highway and urban environments across all weather and lighting conditions. With its transformative impact across passenger, commercial, and industrial vehicle segments, as well as other advanced safety applications, Arbe is redefining the role of radar in next-generation mobility. Headquartered in Tel Aviv, Israel, the Company also operates offices in the United States, Germany, and China.

 

 

4


 

 

Cautionary Note Regarding Forward-Looking Statements

 

For more information, visit https://arberobotics.com/ This press release contains, and the conference call described in this press release will contain, “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The words “expect,” “believe,” “estimate,” “intend,” “plan,” “anticipate,” “may,” “should,” “strategy,” “future,” “will,” “project,” “potential” and similar expressions indicate forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. These risks and uncertainties include whether and when we receive secure the orders we anticipate and the extent of any orders we receive; our ability to meet expectations with respect to our financial guidance and outlook; the timing and completion of key product and project orders and milestones; expectations regarding our collaborations and business with third parties; the effect of tariffs and trade policies of the United States, China and other countries, whether announced or implemented; the effect on the Israeli economy generally and on the Company’s business resulting from the terrorism and the hostilities in Israel and with its neighboring countries including the effects of the continuing war with Hamas in Gaza and any intensification of hostilities with others, including Iran and Hezbollah, and the effect of the call-up of a significant portion of its working population, including the Company’s employees; the effect of any potential boycott both of Israeli products and business and of stocks in Israeli companies; the effect of any downgrading of the Israeli economy and the effect of changes in the exchange rate between the US dollar and the Israeli shekel; and the risk and uncertainties described in “Cautionary Note Regarding Forward-Looking Statements,” “Item 3. Key Information – D. Risk Factors” and “Item 5. Operating and Financial Review and Prospects” and in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission (the “SEC”) on March 28, 2025, as well as other documents filed by the Company with the SEC. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and the Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation.

 

Information contained on, or that can be accessed through, the Company’s website or any other website or any social media is expressly not incorporated by reference into and is not a part of this press release.

 

Investor Relations:

 

Ehud Helft & Kenny Green

EK Global Investor Relations

1 212 378 8040

arbe@ekgir.com

 

5


 

CONSOLIDATED BALANCE SHEETS

 

(U.S. dollars in thousands)

 

    Sep 30,
2025
    December 31,
2024
 
Current Assets:      (Unaudited)           
Cash and cash equivalents     4,008       13,488  
Restricted cash     280       280  
Short term bank deposits     48,313       10,793  
Trade receivable     377       153  
Other assets – funds held in escrow     8,817       30,417  
Prepaid expenses and other receivables     1,801       2,500  
Total current assets     63,596       57,631  
                 
Non-Current Assets                
Operating lease right-of-use assets     1,279       1,782  
Property and equipment, net     1,207       1,374  
Total non-current assets     2,486       3,156  
                 
Total assets     66,082       60,787  
                 
Current liabilities:                
Trade payables     396       624  
Operating lease liabilities     658       551  
Employees and payroll accruals     2,578       3,283  
Convertible bonds     9,339       30,614  
Accrued expenses and other payables     2,184       1,334  
Derivative Liabilities     57       -  
Total current liabilities     15,212       36,406  
                 
Long term liabilities                
Operating lease liabilities     1,428       1,457  
Warrant liabilities     336       428  
Total long-term liabilities     1,764       1,885  
                 
SHAREHOLDERS’ EQUITY:                
Ordinary Shares      *)        *)  
Capital & Premium     337,074       275,453  
Accumulated Deficit     (287,968 )     (252,957 )
Total shareholders’ equity     49,106       22,496  
                 
Total liabilities and shareholders’ equity     66,082       60,787  

 

*) Represents less than $1.

 

6


 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

(U.S. dollars in thousands, except share and per share data)

 

    3 Months
Ended
    3 Months
Ended
    9 Months
Ended
    9 Months
Ended
 
    September 30,
2025
    September 30,
2024
    September 30,
2025
    September 30,
2024
 
    (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  
Revenues     254       123       568       669  
Cost of revenues     497       394       1,294       1,245  
Gross loss     (243 )     (271 )     (726 )     (576 )
                                 
Operating Expenses:                                
Research and development, net     8,250       8,762       26,159       26,072  
Sales and marketing     1,239       1,426       3,917       4,243  
General and administrative     1,779       1,988       5,550       5,927  
Total operating expenses     11,268       12,176       35,626       36,242  
                                 
Operating loss     (11,511 )     (12,447 )     (36,352 )     (36,818 )
                                 
Financing expenses (Income ) net     (476 )     127       (1,341 )     303  
                                 
Net loss     (11,035 )     (12,574 )     (35,011 )     (37,121 )
                                 
Basic net loss per ordinary share     (0.10 )     (0.16 )     (0.32 )     0.46  
                                 
Weighted-average number of ordinary shares used in computing basic net loss per ordinary share     112,641,907       80,957,931       110,783,504       79,914,649  
                                 
Diluted net loss per ordinary share     (0.10 )     (0.19 )     (0.32 )     (0.58 )
                                 
Weighted-average number of ordinary shares used in computing diluted net loss per ordinary share     112,641,907       66,586,095       110,783,504       64,503,654  

 

7


 

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(U.S. dollars in thousands)

 

    3 Months
Ended
    3 Months
Ended
    9 Months
Ended
    9 Months
Ended
 
    September 30,
2025
    September 30,
2024
    September 30,
2025
    September 30,
2024
 
Cash flows from operating activities:   (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  
Net Loss     (11,035 )     (12,574 )     (35,011 )     (37,121 )
                                 
Adjustments to reconcile loss to net cash used in operating activities:                                
Depreciation     137       148       404       437  
Share-based compensation     2,002       3,800       7,575       11,399  
Warrants to service providers     154       291       518       639  
Revaluation of warrants     (85 )     (67 )     (92 )     (335 )
Revaluation of convertible bonds     (51 )     117       562       140  
Finance income     (1,834 )     18       (3,897 )     (197
                                 
Change in operating assets and liabilities:                                
Decrease (increase) in trade receivable     (93 )     76       (224 )     640  
Decrease (increase) in prepaid expenses and other receivables     163       (160 )     699       (88 )
Increase in other assets     -       128       -       -  
Issuance costs related to convertible bonds     -       737       -       737  
Operating lease ROU assets and liabilities, net     243       31       347       165  
Increase (decrease) in trade payables     (91 )     85       (191 )     (231 )
Increase in employees and payroll accruals     (992 )     (169 )     (705 )     180  
Increase (decrease) in Derivative Liabilities     (190 )     -       57       -  
Increase (decrease) in accrued expenses and other payables     525       (225 )     850       (839 )
                                 
Net cash used in operating activities     (11,147 )     (7,764 )     (29,108 )     (24,474 )
                                 
Cash flows from investing activities:                                
Change in bank deposits     8,543       17,663       (33,794 )     15,382  
Purchase of property and equipment     (153 )     (119 )     (274 )     (533 )
                                 
Net cash provided by (used in) investing activities     8,390       17,544       (34,068 )     14,849  
                                 
Cash flows from financing activities:                                
Proceeds from issuance of ordinary shares, net of issuance costs     -       -       30,758       -  
Issuance costs related to convertible bonds     -       -       21,696       (459 )
Warrants     -       -       493       -  
Proceeds from exercise of options     -       185       440       205  
                                 
Net cash provided by financing activities     -       185       53,387       (254 )
                                 
Effect of exchange rate fluctuations on cash and cash equivalent     161       (17 )     309       197  
                                 
Increase (decrease) in cash, cash equivalents and restricted cash     (2,757 )     9,965       (9,789 )     (9,879 )
Cash, cash equivalents and restricted cash at the beginning of period     6,884       9,120       13,768       28,750  
                                 
Cash, cash equivalents and restricted cash at the end of period     4,288       19,068       4,288       19,068  

 

8


 

RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET LOSS

 

(U.S. dollars in thousands, except share and per share data)

 

    3 Months
Ended
    3 Months
Ended
    9 Months
Ended
    9 Months
Ended
 
    September 30,
2025
    September 30,
2024
    September 30,
2025
    September 30,
2024
 
GAAP net loss attributable to ordinary shareholders     (11,035 )     (12,574 )     (35,011 )     (37,121 )
                                 
Add:                                
Share-based compensation     2,002       3,800       7,575       11,399  
Warrants to service providers     154       291       518       639  
Revaluation of warrants and accretion     (85 )     (67 )     (92 )     (335 )
Convertible bonds accretion     (51 )     117       562       140  
Non-recurring expenses related to convertible bonds and ATM     -       -       960       805  
                                 
Non-GAAP net loss     (9,015 )     (8,433 )     (25,488 )     (24,473 )
                                 
Basic Non-GAAP net loss per ordinary share     (0.08 )     (0.10 )     (0.23 )     (0.31 )
                                 
Weighted-average number of shares used in computing basic Non-GAAP net loss per ordinary share     112,641,907       80,957,931       110,783,504       79,914,649  
                                 
Diluted Non-GAAP net loss per ordinary share     (0.08 )     (0.13 )     (0.23 )     (0.38 )
                                 
Weighted-average number of shares used in computing diluted Non-GAAP net loss per ordinary share     112,641,907       66,586,095       110,783,504       64,503,654  

 

RECONCILIATION OF GAAP NET LOSS TO ADJUSTED EBITDA

 

(U.S. dollars in thousands)

 

    3 Months
Ended
    3 Months
Ended
    9 Months
Ended
    9 Months
Ended
 
    September 30,
2025
    September 30,
2024
    September 30,
2025
    September 30,
2024
 
GAAP net loss attributable to ordinary shareholders     (11,035 )     (12,574 )     (35,011 )     (37,121 )
                                 
Add:                                
Financial expenses / (income) , net     (476 )     127       (1,341 )     303  
Depreciation     137       148       404       437  
Share-based compensation     2,002       3,800       7,575       11,399  
Warrants to service providers     154       291       518       639  
Non-recurring expenses related to ATM     -       -       -       68  
                                 
Adjusted EBITDA     (9,218 )     (8,208 )     (27,855 )     (24,275 )

 

9

0001861841 false 2025-09-30 Q3 --12-31 0001861841 2025-01-01 2025-09-30 0001861841 2025-09-30 0001861841 2024-12-31 0001861841 2025-07-01 2025-09-30 0001861841 2024-07-01 2024-09-30 0001861841 2024-01-01 2024-09-30 0001861841 2025-06-30 0001861841 2024-06-30 0001861841 2023-12-31 0001861841 2024-09-30 iso4217:USD iso4217:USD xbrli:shares xbrli:shares