UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-A
 
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or 12(g) of the
Securities Exchange Act
 
Evogene Ltd.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
Israel
 
Not Applicable
(State or other jurisdiction
of incorporation)
 
(IRS Employer
Identification No.)
 
13 Gad Feinstein St.
Park Rehovot P.O.B. 2100
Rehovot, 76121 Israel
(Address of principal executive offices)
 
 
Securities to be registered pursuant to Section 12(b) of the act.
 
Title of each class
to be registered
 
Name of each exchange on which
each class is to be registered
Ordinary shares, par value NIS 0.02 per share
 
The NASDAQ Stock Market LLC
 
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box.  ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box.  ☐

Securities Act registration statement file number to which this form relates:  None

Securities to be registered pursuant to Section 12(g) of the Act: None
 
 
EXPLANATORY NOTE

Evogene Ltd. (the " Registrant ") is filing this Form 8-A in connection with the transfer of the listing of its Ordinary Shares, par value NIS 0.02 per share (the " Ordinary Shares "), from the New York Stock Exchange to The NASDAQ Global Market of The NASDAQ Stock Market LLC.
 
INFORMATION REQUIRED IN REGISTRATION STATEMENT
 
Item 1: Description of Registrant's Securities to be Registered
 
The description under the heading "Description of Share Capital" relating to the Registrant's Ordinary Shares par value NIS 0.02 (the "Ordinary Shares"), included in the Registrant's Registration Statement on Form F-1 (Registration No. 333-191315), as amended (the "Registration Statement") filed with the Securities and Exchange Commission, is incorporated herein by reference and the related final prospectus.
 
Item 2: Exhibits
 
Under the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are being registered on The NASDAQ Stock Market, LLC and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.
 
 
SIGNATURE
 
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
 
 
Evogene Ltd.
(Registrant)
 
       
Dated: December 29, 2016
By:
/s/ Eyal Leibovitz  
    Name: Eyal Leibovitz  
    Title: Chief Financial Officer