Shareholder Meeting - The Annual General Meeting of Shareholders is scheduled for June 6, 2024, at 4:00 p.m. Israel time[8]. - The quorum required for the Annual Meeting consists of at least two shareholders holding or representing at least 25% of the voting rights[37]. - Shareholders holding at least 5% of the voting power can submit proposals for the agenda of the general meeting[30]. - Voting instruction cards for ADS holders will be distributed by the Bank of New York Mellon[4]. - The proposed resolution for the increase in authorized share capital requires shareholder approval at the Annual Meeting[75]. - The company has no other business to transact at the Annual Meeting beyond what is outlined in the Notice of Annual Meeting of Shareholders[89]. Share Capital and Structure - As of April 25, 2024, Steakholder Foods Ltd. had 273,512,027 issued and outstanding ordinary shares, represented by 2,735,120 ADSs[36]. - The company proposes to increase its authorized share capital from 1 billion ordinary shares to 5 billion ordinary shares, an increase of 4 billion ordinary shares[69]. - The board believes the current share capital does not provide sufficient flexibility for future financial and capital requirements or potential business opportunities[69]. - The company aims to utilize additional shares for equity financings, acquisitions, share dividends, or splits to enhance public ownership[70]. - The board recommends that the additional shares be available for issuance at its discretion without delays or expenses related to further shareholder approval[70]. - The company has no current plans to issue any of the additional ordinary shares that would become available if the amendment is adopted[74]. - The company does not have any immediate dilutive effect on existing shareholders' voting power or rights from the proposed share amendment[71]. Board of Directors - The company has a staggered board structure with four directors, with terms expiring in 2024, 2025, and 2026[42]. - The company has a total of four directors, with three qualifying as independent directors under Nasdaq rules[57]. - The company’s board diversity matrix indicates one female director and three male directors as of December 31, 2023[53]. - Sari Singer, a director since 2021, has led strategic processes totaling approximately $7 billion in financing rounds[63]. - The company’s executive team includes Arik Kaufman as CEO, Moran Attar as VP of Finance, and Itamar Atzmony as Chief Engineering Officer[47]. Audit and Financials - Audit fees for 2023 amounted to $329,000, an increase of 11.5% from $295,000 in 2022[82]. - Total fees for KPMG, including audit and tax services, increased to $353,000 in 2023 from $320,000 in 2022, reflecting a growth of 10.3%[82]. - KPMG has served as the company's auditors since 2019 and is recommended for reappointment by the Audit Committee and Board of Directors[79]. - The company’s consolidated financial statements for the fiscal year ended December 31, 2023, will be presented at the Annual Meeting[86]. - The Board recommends a vote FOR the approval of the proposed resolution regarding the increase in authorized share capital[77]. - The Board of Directors recommends a vote FOR the reappointment of Somekh Chaikin as independent auditors[14]. Exchange Rate - The representative exchange rate on April 25, 2024, was NIS 3.794 to $1.00[20].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTIO ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 001-40173 Steakholder Foods Ltd. OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC ...

Steakholder Foods® Announces Optimization of Funds and Closure of Belgian Subsidiary Rehovot, Israel, April 4, 2023 - Steakholder Foods Ltd. (Nasdaq: STKH), an international deep-tech food company at the forefront of the cultivated meat industry, today announced the closure of its wholly owned subsidiary, Peace of Meat BV (PoM), as a means to optimize its funds and investment strategy, alongside enabling a greater focus on recently-announced core goals such as accelerating the commercialization of its 3D pr ...

Exhibit 1.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this "Agreement") is dated as of June 29, 2022, between MeaTech 3D Ltd., a company organized under the laws of Israel (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively the "Purchasers"). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securitie ...

MeaTech 3D Limited (MITC) Q4 2021 Earnings Conference Call March 24, 2022 8:30 AM ET Company Participants Arik Kaufman - Chief Executive Officer Guy Hefer - Chief Financial Officer Ehud Helft - Edison Israel Conference Call Participants Sara Welford - Edison Ben Haynor - Alliance Global Partners Jennifer Scutti - Yorkville Advisors Operator Welcome to the MeaTech 2021 results conference call. All participants are at present in listen-only mode. Following management’s formal presentation, instructions will b ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 ...

MeaTech 3D Ltd. (MITC) Q2 2021 Earnings Conference Call August 16, 2021 9:00 AM ET Company Participants Ehud Helft - Edison Israel Sharon Fima - CEO and CTO Omri Schanin - Co-Founder and Deputy CEO Guy Hefer - CFO Simon Fried - Head of Business Development Conference Call Participants Michael Shlisky - D. A. Davidson Robert Moskow - Credit Suisse Operator Ladies and gentlemen, thank you for standing by. Welcome to the MeaTech First-Half 2021 Results Conference Call. All participants are at present in listen ...

(Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR WASHINGTON, D.C. 20549 FORM 20-F ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 ...