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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
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2025
MOBILICOM LIMITED
Commission File Number 001-41427
(Translation of registrant’s name into English)
1 Rakefet Street
Shoham, Israel 6083705
(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 ☐
CONTENTS
Mobilicom Limited (the “Company”) is announcing that it will effect a reverse share split of the Company’s ordinary shares at the ratio of 1-for-275, such that each two hundred and seventy five (275) ordinary shares, no par value, shall be consolidated into one (1) ordinary share, no par value. Concurrently, the Company’s American Depositary Shares (“ADSs”) will be mandatorily cancelled and exchanged for ordinary shares on a one-for-one basis (the “Mandatory Exchange”).
Shareholders holding ADSs in book-entry form or through a bank, broker, or other nominee are not required to take any action in connection with the Mandatory Exchange.
The Company’s ordinary shares have been approved for listing and trading on the Nasdaq Capital Market. The first date when the Company’s ordinary shares will begin trading on the Nasdaq Capital Market after implementation of the reverse split and the Mandatory Exchange will be Monday, December 8, 2025.
Following the implementation of the reverse split, the Company’s authorized share capital will remain unchanged. The reverse split will adjust the number of issued and outstanding ordinary shares of the Company from 3,289,467,213 ordinary shares to 11,961,698 ordinary shares (subject to any further adjustments based on the treatment of fractional shares).
No fractional ordinary shares will be issued as a result of the reverse split. All fractional ordinary shares will be rounded down to the nearest whole ordinary share. In addition, where applicable, a proportionate adjustment will be made to the per share exercise price and the number of shares issuable upon the exercise of all outstanding warrants and options entitling the holders to purchase ordinary shares. The new CUSIP number for the ordinary shares will be Q6297L120.
In connection with the reverse split, all of the Company’s outstanding options and warrants will, if applicable, be proportionately adjusted in accordance with their respective terms. The CUSIP number for the Company’s warrants listed on the Nasdaq Capital Market under the symbol MOBBW will remain unchanged.
On December 4, 2025, the Company issued a press release titled “Mobilicom to Transition its ADSs to Ordinary Shares on Nasdaq in Line with Company’s U.S.-Based Global Growth Strategy.” A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This Form 6-K and the first and fifth paragraphs of the press release attached hereto as Exhibit 99.1 are incorporated by reference into the registrant’s Registration Statements on Form S-8 (File No. 333-284265 and 333-289762) and Form F-3 (File No. 333-274929), 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.
EXHIBIT INDEX
| Exhibit No. | ||
| 99.1 | Press release titled: “Mobilicom to Transition its ADSs to Ordinary Shares on Nasdaq in Line with Company’s U.S.-Based Global Growth Strategy.” |
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.
| MOBILICOM LIMITED | |||
| Date: December 4, 2025 | By: | /s/ Oren Elkayam | |
| Name: | Oren Elkayam | ||
| Title | Chairman | ||
3
Exhibit 99.1
Mobilicom to Transition its ADSs to Ordinary Shares on Nasdaq in Line with Company’s U.S.-Based Global Growth Strategy
Ordinary shares will commence trading on Nasdaq on December 8, 2025
Benefits include facilitating eligibility for some core U.S. indices and ETFs that exclude ADRs, further broadening institutional and retail investor access
Offers broader access and ease of trading for retail investors, brokers, and institutions while also reducing costs for shareholders and Mobilicom
Palo Alto, California, Dec. 04, 2025 (GLOBE NEWSWIRE) -- Mobilicom Limited (Nasdaq: MOB, MOBBW) (“Mobilicom” or the “Company”), a provider of cybersecurity and robust solutions for drones and robotics, today announced its American Depositary Shares (“ADSs”) will be transitioned to a direct listing of the Company’s ordinary shares on the Nasdaq Capital Market, effective at the opening of trading on December 8, 2025.
“For Mobilicom, this change reflects our commitment to making trading in our shares as accessible and efficient as possible for investors, as we execute on our U.S.-based growth strategy in the autonomous systems market,” said Oren Elkayam, CEO and Founder of Mobilicom. “Shareholders will benefit from direct ownership and a clearer path to U.S. index inclusion.”
Direct listing of U.S.-listed ordinary shares facilitate eligibility for certain core U.S. indices and ETFs that exclude ADRs, further broadening institutional and retail investor access.
The transition from ADSs to ordinary shares reflects the Company’s ongoing efforts to streamline its corporate structure and improve accessibility for U.S. investors. By eliminating the ADR program, Mobilicom removes associated administrative complexities and depositary fees, simplifies corporate actions, and strengthens the connection between the Company and its shareholders. The move also aligns Mobilicom with practices adopted by other global issuers, enhancing U.S. investor access and reducing operational frictions.
The American depository receipt program and the related Deposit Agreement are expected to terminate after market closes on December 5, 2025, in conjunction with a 1-for-275 reverse share split of the Company’s ordinary shares. At such time, the Company's ADSs will be mandatorily cancelled and the Company’s ordinary shares underlying the ADSs will be distributed to holders of the ADSs. Each holder of one ADS will receive one ordinary share of the Company. The Company expects its ordinary shares will be listed and commence trading on the Nasdaq Capital Market under the Company’s existing ticker symbol “MOB” when market opens on December 8, 2025, the trading day immediately after termination of the ADR program.
The Company's board of directors has determined that termination of the ADR program and listing of the ordinary shares directly is in the best interest of the Company and its shareholders.
ADS holders do not need to take any action to convert their holdings. The depositary bank responsible for the ADS program will provide guidance regarding the conversion process and the final cancellation of the ADSs.
About Mobilicom
Mobilicom is a leading provider of cybersecure robust solutions for the rapidly growing defense and commercial drones and robotics market. Mobilicom’s large portfolio of field-proven technologies includes cybersecurity, software, hardware, and professional services that power, connect, guide, and secure drones and robotics. Through deployments across the globe with over 50 customers, including the world’s largest drone manufacturers, Mobilicom’s end-to-end solutions are used in mission-critical functions.
For investors, please use https://ir.mobilicom.com/
For company, please use www.mobilicom.com
Forward Looking Statements
This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. For example, the Company is using forward-looking statements when it discusses its expectation that its ordinary shares will be listed and commence trading on the Nasdaq Capital Market on December 8, 2025, executing on its U.S.-based growth strategy in the autonomous systems market, its ongoing efforts to streamline its corporate structure and improve accessibility for U.S. investors. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the 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, although not all forward-looking statements contain these words. Forward-looking statements are based on Mobilicom Limited’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the Company’s filings with the Securities and Exchange Commission.
Forward-looking statements contained in this announcement are made as of this date, and Mobilicom Limited undertakes no duty to update such information except as required under applicable law.
For more information on Mobilicom, please contact:
Liad Gelfer
Mobilicom Ltd
liad.gelfer@mobilicom.com