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: December 2024 (Report No. 5)
Commission file number: 001-37600
NANO DIMENSION LTD.
(Translation of registrant’s name into English)
2 Ilan Ramon
Ness Ziona 7403635 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 ☒
Form 40-F ☐
CONTENTS
On December 26, 2024, Nano
Dimension Ltd. (the “Company”) issued a press release titled “Nano Dimension Announces CEO Transition”,
a copy of which is furnished herewith as Exhibit 99.1 and incorporated by reference herein.
This
Report of Foreign Private Issuer on Form 6-K is incorporated by reference into the Company’s registration statements on Form F-3
(File No. Nos. 333-255960, 333-233905, 333-251155, 333-252848,
and 333-278368) and Form
S-8 (File No. 333-214520, 333-248419 and 333-269436),
filed with the Securities and Exchange Commission, 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not superseded by documents or reports subsequently filed or furnished.
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.
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Nano Dimension Ltd. |
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(Registrant) |
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Date: December 26, 2024 |
By: |
/s/ Dotan Bar-Natan |
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Name: |
Dotan Bar-Natan |
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Title: |
General Counsel |
2
Exhibit 99.1
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Nano Dimension Announces CEO Transition
Waltham, Mass., Dec. 26, 2024 (GLOBE
NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano Dimension” or the “Company”), a supplier of
Digital Manufacturing solutions, today announced that the board of directors (the “Board”) has appointed Mr. Julien
Lederman as Interim Chief Executive Officer (“CEO”) of the Company. Mr. Yoav Stern's role as CEO has been terminated,
effective immediately. The Board is conducting a comprehensive search for a permanent CEO.
Mr. Julien Lederman, who has served as Vice President
of Corporate Development since March 2021 will serve as Interim CEO. Previously, Mr. Lederman was employed at Amazon.com, Inc., The Goldman
Sachs Group, Inc., Lehman Brothers Holdings, Inc., and the World Economic Forum. He earned an MBA from INSEAD in France in 2013 and a
BA from Colgate University in New York in 2008.
Mr. Yoav Stern had been serving as CEO and a member of the Board since January 2020. As previously announced, at the Company’s
2024 annual general meeting of shareholders, dated December 6, 2024 (the "AGM"), Mr. Stern was not re-elected as a director.
Mr. Ofir Baharav, Chairman of the Board, commented: “The Board
is pleased and confident in our appointment of Julien Lederman as Interim Chief Executive Officer. The Board fully supports Julien during
this transition period while we conduct a broad search for a permanent Chief Executive Officer.”
About Nano Dimension Ltd.
Nano Dimension (Nasdaq: NNDM) offers a variety of Digital Manufacturing
technologies serving customers across vertical target markets such as aerospace and defense, advanced automotive, high-tech industrial,
specialty medical technology, and R&D and academia.
With its suite of digital manufacturing technologies, Nano Dimension
is enabling its customers with prototyping and high-mix-low-volume production, along with IP security, design-for-manufacturing capabilities,
and more sustainable means of fabrication.
For more information, please visit https://www.nano-di.com/
Forward-Looking Statements
This press release contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. For example, Nano is using forward-looking statements in this press
release when it discusses the beginning of a transition period, the ability of the interim chief executive officer to lead Nano during
this period and its ability to attract a permanent chief executive officer. Such forward-looking statements include statements regarding
Nano’s future growth, strategic plan and value to shareholders, and all other statements other than statements of historical fact
that address activities, events or developments that Nano intends, expects, projects, believes or anticipates will or may occur in the
future. Such statements are based on management’s beliefs and assumptions made based on information currently available to management.
When used in this communication, the words “outlook,” “guidance,” “expects,” “believes,”
“anticipates,” “should,” “estimates,” “may,” “will,” “intends,”
“projects,” “could,” “would,” “estimate,” “potential,” “continue,”
“plan,” “target,” or the negative of these words or similar expressions are intended to identify forward-looking
statements, though not all forward-looking statements contain these identifying words. These forward-looking statements involve known
and unknown risks and uncertainties, which may cause the Company’s actual results and performance to be materially different from
those expressed or implied in the forward-looking statements. Accordingly, we caution you that any such forward-looking statements are
not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict.
Because such statements deal with future events and are based on the current expectations of Nano, they are subject to various risks and
uncertainties. Further, actual results, performance, or achievements of Nano could differ materially from those described in or implied
by the statements in this communication. The forward-looking statements contained or implied in this communication are subject to other
risks and uncertainties, including those discussed under the heading “Risk Factors” in Nano’s annual report on Form
20-F filed with the Securities and Exchange Commission (the “SEC”) on March 21, 2024, and in any subsequent filings with the
SEC. Except as otherwise required by law, Nano undertakes no obligation to publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to
websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this
communication. Nano is not responsible for the contents of third-party websites.
Nano
Dimension Contacts
Investors: ir@nano-di.com
Media: Kal Goldberg / Bryan Locke / Kelsey Markovich | NanoDimension@fgsglobal.com
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