الإحصائيات الأساسية
| LEI | 254900G03462YGP1IO36 |
| CIK | 1854587 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cellebrite DI Ltd.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| August 15, 2025 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Exhibit 99.1 Dear Shareholders: 2024 was marked by meaningful strategic progress that resulted in the continued expansion of our business. The global trends that have served as a powerful tailwind for Cellebrite’s growth remained strong, creating attractive opportunities for Cellebrite to expand its customer business. We live in a world with persistent threats to public safety, national sovereignt |
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| August 15, 2025 |
PROXY CARD FOR THE COMPANY'S ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON SEPTEMBER 19, 2025 Exhibit 99.2 |
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| August 15, 2025 |
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 August 2025. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 14, 2025 |
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 August 2025 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executi |
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| August 14, 2025 |
Exhibit 99.1 Cellebrite Announces Second-Quarter 2025 Results Thomas E. Hogan Named CEO ARR grew 21% to $418.9 million; Revenue grew 18% to $113.3 million Net income of $19.5 million supports non-GAAP net income of $30.8 million and adjusted EBITDA of $27.9 million, 24.6% adjusted EBITDA margin TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, August 14, 2025 – Cellebrite (NASDAQ: CLBT), a global leader |
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| August 14, 2025 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS This operating and financial review and prospects provides information that we believe to be relevant to an assessment and understanding of our results of operations and financial condition for the period described. This discussion should be read in conjunction with our consolidated interim financial statements and the notes to the financia |
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| August 14, 2025 |
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 August 2025. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 14, 2025 |
Exhibit 99.1 CONSOLIDATED FINANCIAL STATEMENTS CELLEBRITE DI LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENT AS OF JUNE 30, 2025 UNAUDITED INDEX Page Interim Consolidated Balance Sheets F-2 Interim Consolidated Statements of Comprehensive Income (Loss) F-3 Interim Consolidated Statements of Changes in Shareholders’ Equity (deficiency) F-4 Interim Consolidated Statements of Cash |
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| July 8, 2025 |
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 July 2025 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| July 8, 2025 |
Cellebrite Names David Barter Chief Financial Officer CFO Dana Gerner to Retire Exhibit 99.1 Cellebrite Names David Barter Chief Financial Officer CFO Dana Gerner to Retire TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, July 8, 2025 – Cellebrite (NASDAQ: CLBT), a global leader in premier Digital Investigative solutions for the public and private sectors, today announced that David Barter, a proven finance executive with extensive public company CFO experience in technology and so |
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| June 5, 2025 |
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 June 2025 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| June 5, 2025 |
Exhibit 99.1 Cellebrite to Acquire Corellium Combination Delivers Unmatched Innovation in Arm-based Vulnerability and Malware Research, Smart Device DevSecOps and Mobile Pen Testing TYSONS CORNER, VA and PETAH TIKVA, ISRAEL – June 5, 2025 – Cellebrite (NASDAQ: CLBT), a global leader in premier Digital Investigative solutions for the public and private sectors, today announced its agreement to acqu |
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| May 14, 2025 |
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 May 2025 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| May 14, 2025 |
Exhibit 99.1 Cellebrite Announces First-Quarter 2025 Results First-Quarter 2025 revenue of $107.5 million grew 20% primarily due to 21% growth in subscription revenue ARR grew 23% to $408.0 million First-Quarter 2025 adjusted EBITDA of $23.7 million, 22.0% adjusted EBITDA margin TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, May 14, 2025 – Cellebrite (NASDAQ: CLBT), a global leader in premier Digital |
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| March 18, 2025 |
exhibit122sox302dana 1 Exhibit 12.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Dana Gerner, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a materi |
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| March 18, 2025 |
Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF |
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| March 18, 2025 |
CELLEBRITE DI LTD. 2021 EMPLOYEE SHARE PURCHASE PLAN ARTICLE I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a share ownership interest in the Company. The Plan consists of two components: (i) the Section 423 Component and (ii) the Non-Section 423 Component. The Section 423 Component is intended to qualify as an “emplo |
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| March 18, 2025 |
1 Exhibit 2.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2024, Cellebrite DI Ltd. had one class of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended: our ordinary shares, NIS 0.00001 par value (“Ordinary Shares”). References herein to “we,” “us,” “our” |
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| March 18, 2025 |
#11805640 CELLEBRITE DI LTD. 2021 SHARE INCENTIVE PLAN Unless otherwise defined, terms used herein shall have the meaning ascribed to them in Section 2 hereof. 1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. Purpose. The purpose of this 2021 Share Incentive Plan (as amended, this “Plan”) is to afford an incentive to Service Providers (as defined below) of Cellebrite DI Ltd., an Israeli company (togethe |
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| March 18, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form F-3 No. |
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| March 18, 2025 |
AMERICAS 97145697 v2 1 INSIDER TRADING POLICY CELLEBRITE DI LTD. What is this document? This is the Insider Trading Policy (the “Policy”) of Cellebrite DI Ltd. This Policy establishes the policies and procedures that govern trading by personnel of Cellebrite DI Ltd. and its subsidiaries (collectively, “Cellebrite”) in Cellebrite’s securities. The Policy also generally covers trading in securities |
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| March 18, 2025 |
exhibit121sox302tom 1 Exhibit 12.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Thomas E. Hogan, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a mat |
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| March 18, 2025 |
exhibit132sox906dana 1 Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 20-F of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Repo |
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| March 18, 2025 |
exhibit131sox906tom 1 Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 20-F of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Repor |
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| February 13, 2025 |
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 February 2025 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execu |
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| February 13, 2025 |
Exhibit 99.1 Cellebrite Announces Fourth-Quarter and Full-Year 2024 Results Company delivers “Rule of 50” Performance in 2024 with 25% ARR growth and 25% adjusted EBITDA margin Fourth-quarter 2024 revenue of $109.0 million grew 17% primarily due to 21% growth in subscription revenue ARR grew 25% to $395.9 million Fourth-quarter 2024 adjusted EBITDA of $28.8 million, 26.4% adjusted EBITDA margin TY |
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| January 6, 2025 |
Exhibit 99.1 Cellebrite Appoints Michael D. Capellas to Board of Directors as Lead Independent Director Thomas E. Hogan confirmed as interim CEO TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, January 6, 2025 – Cellebrite (NASDAQ: CLBT), a global leader in premier Digital Investigative solutions for the public and private sectors, today announced a series of Board updates to support the Company’s conti |
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| January 6, 2025 |
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 January 2025 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| November 6, 2024 |
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, 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| November 6, 2024 |
Yossi Carmil to Step Down as CEO After Nearly 20 Years Cellebrite Announces CEO Succession Plan Exhibit 99.1 Yossi Carmil to Step Down as CEO After Nearly 20 Years Cellebrite Announces CEO Succession Plan TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, November 6, 2024 – Cellebrite (NASDAQ: CLBT), a global leader in premier Digital Investigative solutions for the public and private sectors, today announced a planned leadership transition following Yossi Carmil’s decision to step down from his cur |
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| November 6, 2024 |
Exhibit 99.1 Cellebrite Announces Third-Quarter 2024 Results Third-quarter 2024 revenue of $106.9 million exceeds $100 million quarterly revenue milestone for the first time in Company history Third-quarter 2024 revenue increased 27% year-over-year primarily due to 27% growth in subscription revenue ARR of $370.8 million, up 26% year-over-year Third-quarter 2024 adjusted EBITDA of $31.3 million, 2 |
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| November 6, 2024 |
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 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execu |
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| November 4, 2024 |
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 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| September 19, 2024 |
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 September 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| September 18, 2024 |
CELLEBRITE ANNOUNCES RESULTS OF COMPLETED REDEMPTION OF ALL OUTSTANDING WARRANTS Exhibit 99.1 CELLEBRITE ANNOUNCES RESULTS OF COMPLETED REDEMPTION OF ALL OUTSTANDING WARRANTS TYSONS CORNER, Va. and PETAH TIKVA, Israel, September 18, 2024 (GLOBE NEWSWIRE) – Cellebrite DI Ltd. (Nasdaq: CLBT) (“Cellebrite,” the “Company” or “we”), a global leader in premier Digital Investigative solutions for the public and private sectors, announced today the results of the completed redemption |
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| September 18, 2024 |
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 September 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| September 17, 2024 |
SC 13D/A 1 ea0214774-13da2twc2cellebri.htm AMENDMENT NO. 2 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 2)* Under the Securities Exchange Act of 1934 Cellebrite DI Ltd. (Name of Issuer) Ordinary Shares, par value 0.00001 NIS per share (Title of Class of Securities) M2197Q107 (CUSIP Number) Adam H. Clammer True Wind Capital Mana |
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| September 16, 2024 |
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 September 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exe |
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| September 6, 2024 |
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 September 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| September 6, 2024 |
CLBTW – Warrant Redemption FAQs September 6, 2024 Exhibit 99.1 CLBTW – Warrant Redemption FAQs September 6, 2024 NOTICE: These FAQs do not constitute an offer to sell or the solicitation of an offer to buy any Cellebrite DI Ltd. (“Cellebrite” or the “Company”) securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. These FAQs do not replace the Notice o |
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| August 30, 2024 |
Exhibit 99.1 CELLEBRITE ANNOUNCES “REDEMPTION FAIR MARKET VALUE” IN CONNECTION WITH REDEMPTION OF ALL OUTSTANDING WARRANTS TYSONS CORNER, Va. and PETAH TIKVA, Israel, August 30, 2024 (GLOBE NEWSWIRE) – Cellebrite DI Ltd. (Nasdaq: CLBT) (“Cellebrite,” the “Company” or “we”), a global leader in premier Digital Investigative solutions for the public and private sectors, announced today the “Redemptio |
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| August 30, 2024 |
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 August 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| August 30, 2024 |
Exhibit 99.2 NOTICE OF “REDEMPTION FAIR MARKET VALUE” TO THE HOLDERS OF CELLEBRITE DI LTD. PUBLIC WARRANTS (CUSIP M2197Q115) AND PRIVATE PLACEMENT WARRANTS August 30, 2024 Reference is made to that certain Notice of Redemption (as defined below) under which Cellebrite DI Ltd. (the “Company”) committed to inform registered holders of the Company’s Warrants (as defined below) of the following inform |
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| August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1)* Under the Securities Exchange Act of 1934 Cellebrite DI Ltd. (Name of Issuer) Ordinary Shares, par value 0.00001 NIS per share (Title of Class of Securities) M2197Q107 (CUSIP Number) Adam H. Clammer True Wind Capital Management, L.P. Four Embarcadero Center, Suite 2100 San Francisco, CA 94111 (4 |
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| August 27, 2024 |
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 August 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| August 27, 2024 |
Exhibit 99.1 This Notice of Redemption has been reissued as of August 27, 2024 to provide updates to procedures associated with redemption and exercise of the Warrants (as defined below) UPDATED NOTICE OF REDEMPTION OF ALL OUTSTANDING PUBLIC WARRANTS (CUSIP M2197Q115) AND PRIVATE PLACEMENT WARRANTS Originally Issued: August 15, 2024 Updated: August 27, 2024 Dear Warrant Holder, Cellebrite DI Ltd. |
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| August 15, 2024 |
Exhibit 99.1 CONSOLIDATED FINANCIAL STATEMENTS CELLEBRITE DI LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENT AS OF JUNE 30, 2024 UNAUDITED INDEX Page Interim Consolidated Balance Sheets (Unaudited) F-2 Interim Consolidated Statements of Comprehensive Loss (Unaudited) F-3 Interim Consolidated Statements of Changes in Shareholders’ (deficiency) Equity (Unaudited) F-5 Interim Conso |
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| August 15, 2024 |
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 August 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 15, 2024 |
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 August 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executi |
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| August 15, 2024 |
Exhibit 99.2 NOTICE OF REDEMPTION OF ALL OUTSTANDING PUBLIC WARRANTS (CUSIP M2197Q115) AND PRIVATE PLACEMENT WARRANTS August 15, 2024 Dear Warrant Holder, Cellebrite DI Ltd. (the “Company”) hereby gives notice that it is redeeming, at 5:00 p.m. New York City time on September 16, 2024 (the “Redemption Date”), all of the Company’s outstanding warrants (the “Public Warrants”) to purchase ordinary sh |
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| August 15, 2024 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 Cellebrite DI Ltd. and its Subsidiaries Notes to Interim Consolidated Financial Statements U.S. dollars (in thousands, except share and per share data) OPERATING AND FINANCIAL REVIEW AND PROSPECTS This operating and financial review and prospects provides information that we believe to be relevant to an assessment and understanding of our results of operations and financial condition |
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| August 15, 2024 |
CELLEBRITE ANNOUNCES REDEMPTION OF ALL OUTSTANDING WARRANTS Exhibit 99.1 CELLEBRITE ANNOUNCES REDEMPTION OF ALL OUTSTANDING WARRANTS TYSONS CORNER, Va. and PETAH TIKVA, Israel, August 15, 2024 (GLOBE NEWSWIRE) – Cellebrite DI Ltd. (Nasdaq: CLBT) (“Cellebrite,” the “Company” or “we”), a global leader in premier Digital Investigative solutions for the public and private sectors, announced today that it will redeem all of its warrants (the “Warrants”) to purc |
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| August 15, 2024 |
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 August 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| August 15, 2024 |
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 August 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 15, 2024 |
Exhibit 99.1 Cellebrite Announces Second-Quarter 2024 Results Revenue of $95.7 million, 25% year-over-year increase primarily due to 27% growth in subscription revenue; ARR of $345.9 million, up 26% year-over-year; Adjusted EBITDA of $21.6 million, 22.6% adjusted EBITDA margin; Company increases 2024 outlook for revenue and adjusted EBITDA, and raises midpoint for ARR TYSONS CORNER, VA and PETAH T |
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| August 14, 2024 |
Exhibit 99.1 Cellebrite Appoints Tech Veteran Troy K. Richardson to Board of Directors Seasoned Executive Brings Significant Operational and Sales Experience from Leading Technology Companies as Cellebrite Further Expands its Business Globally TYSONS CORNER, VIRGINIA AND PETAH TIKVA, ISRAEL – AUGUST 14, 2024 – Cellebrite (NASDAQ: CLBT), a global leader in premier digital investigative solutions fo |
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| August 14, 2024 |
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 August 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executi |
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| August 13, 2024 |
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 August 2024. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 13, 2024 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Exhibit 99.1 Dear Shareholders: We are proud to report that 2023 was an outstanding year for Cellebrite, marked by strategic progress and achievements across multiple fronts. It has been rewarding to see how our customers around the world rely on our solutions to help them deliver justice faster, smarter and more defensibly to help close the public safety gap and create a safer world. Financial Pe |
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| August 13, 2024 |
Exhibit 99.2 Signature [PLEASE SIGN WITHIN BOX] Date Signatu r e (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. V55583 - P17748 CELLEBRITE DI L TD. 45 HEADQUA R TERS PLAZA NORTH TOWER, 1ST AND 2ND FLOORS MORRISTOWN, NJ 07960 USA 1 . To approve |
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| May 23, 2024 |
Exhibit 99.1 Cellebrite Announces First-Quarter 2024 Results ARR of $331.8 million, up 27% year-over-year; Q1 2024 revenue of $89.6 million, up 26% year-over-year primarily due to 29% growth in subscription revenue; Q1 2024 adjusted EBITDA of $17.6 million, 19.7% adjusted EBITDA margin TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, May 23, 2024 – Cellebrite (NASDAQ: CLBT), a global leader in premier D |
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| May 23, 2024 |
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 May, 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| May 7, 2024 |
POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of the following Cellebrite DI Ltd. |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Amendment No. 1) (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(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 SECTION 13 OR 15(D) |
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| April 12, 2024 |
Exhibit 12.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Dana Gerner, certify that: 1. I have reviewed this Amendment No. 1 to the annual report on Form 20-F/A of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a mate |
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| April 12, 2024 |
Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No. 1 to the Annual Report on Form 20-F/A of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Re |
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| April 12, 2024 |
Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Amendment No. 1 to the Annual Report on Form 20-F/A of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Re |
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| April 12, 2024 |
Exhibit 12.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Yossi Carmil, certify that: 1. I have reviewed this Amendment No. 1 to the annual report on Form 20-F/A of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a mat |
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| March 21, 2024 |
1 Exhibit 12.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Yossi Carmil, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to s |
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| March 21, 2024 |
Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form F-3 No. 333-259826) of Cellebrite DI Ltd., and (2) Registration Statement (Form S-8 No. 333-260878) pertaining to the Cellebrite Mobile Synchronization Ltd. 2008 Share Option Plan, the Cellebrite Mobile Synchro |
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| March 21, 2024 |
1 Exhibit 12.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Dana Gerner, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to st |
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| March 21, 2024 |
1 Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 20-F of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Yossi Carmil |
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| March 21, 2024 |
1 Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 20-F of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dana Gerner, |
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| March 21, 2024 |
Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(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 SECTION 13 OR 15(D) OF |
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| March 21, 2024 |
As filed with the Securities and Exchange Commission on March 21, 2024 As filed with the Securities and Exchange Commission on March 21, 2024 Registration No. |
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| March 21, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Cellebrite DI Ltd. |
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| March 21, 2024 |
1 Exhibit 97.1 CELLEBRITE DI LTD. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Cellebrite DI Ltd. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of August 10, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are defined in Section 11. 1. Persons Subject to Policy Thi |
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| March 21, 2024 |
Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statement (No. 333-260878) on Form S-8 of our report dated March 29, 2022, with respect to the consolidated financial statements of the Company and its subsidiaries. /s/ Somekh Chaikin Member Firm of KPMG International March 21, 2024 Tel Aviv, Israel |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* CELLEBRITE DI LTD. (Name of Issuer) Ordinary Shares, with par value of NIS 0.00001 per share (Title of Class of Securities) M2197Q107 (CUSI |
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| March 6, 2024 |
Haim Shani Concludes Tenure at Cellebrite as Company Enters Next Growth Phase Exhibit 99.1 Haim Shani Concludes Tenure at Cellebrite as Company Enters Next Growth Phase TYSONS CORNER, Va. and PETAH TIKVA, Israel, March 6, 2024 (GLOBE NEWSWIRE) — Cellebrite DI Ltd. (Nasdaq: CLBT), a leader in premier Digital Investigative solutions for the public and private sectors, today announced that Haim Shani has retired as a director of the Company, effective immediately. Mr. Shani ha |
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| March 6, 2024 |
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 March 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executiv |
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| February 15, 2024 |
Exhibit 99.1 Cellebrite Announces Fourth-Quarter 2023 Results Record ARR of $315.7 million, up 27% year-over-year; Record Q4 revenue of $93.0 million, up 26% year-over-year primarily due to 26% growth in subscription revenue; Record Q4 adjusted EBITDA of $22.7 million, 24.4% adjusted EBITDA margin; Full-Year 2023 performance surpasses ‘Rule of 45’ with 27% ARR growth and 19% adjusted EBITDA margin |
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| February 15, 2024 |
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 February, 2024 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| February 8, 2024 |
SC 13G/A 1 ea193176-13ga1igpcellebrite.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* CELLEBRITE DI LTD. (Name of Issuer) Ordinary Shares, with par va |
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| February 8, 2024 |
CLBT / Cellebrite DI Ltd. / SUNCORPORATION - SC 13G/A Passive Investment SC 13G/A 1 tm245516d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cellebrite DI Ltd. (Name of Issuer) Ordinary shares, par value of NIS 0.00001 per share (Title of Class of Securities) M2197Q107 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statem |
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| December 1, 2023 |
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 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execu |
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| November 14, 2023 |
Exhibit 99.1 Cellebrite Announces Third-Quarter 2023 Results Record revenue of $84.2 million, 17% year-over-year increase primarily due to 32% growth in subscription revenue; Record ARR of $295.2 million, up 27% year-over-year; Record adjusted EBITDA of $20.8 million, 24.7% Adjusted EBITDA margin; Company Increases 2023 ARR and Adjusted EBITDA Outlook, and Raises Mid-Point for Expected 2023 Revenu |
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| November 14, 2023 |
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, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| October 24, 2023 |
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 October 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| October 24, 2023 |
Exhibit 99.2 |
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| October 24, 2023 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Exhibit 99.1 Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Dear Shareholder, You are cordially invited to attend a Special General Meeting (the “Meeting”) of the shareholders of Cellebrite DI Ltd. (the “Company”), to be held at 04:00 p.m., Israel time, on November 29, 2023, at the Company’s offices at 94 Shlomo Shmelzer Road, Petah Tikva 4970602, Israel. |
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| September 1, 2023 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS FOR THE SIX MONTHS ENDED JUNE 30, 2023 Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS FOR THE SIX MONTHS ENDED JUNE 30, 2023 This operating and financial review and prospects provides information that we believe to be relevant to an assessment and understanding of our results of operations and financial condition for the period described. This discussion should be read in conjunction with our consolidated interim financial s |
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| September 1, 2023 |
Exhibit 99.1 CONSOLIDATED FINANCIAL STATEMENTS CELLEBRITE DI LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2023 UNAUDITED INDEX Page Interim Consolidated Balance Sheets (Unaudited) F-2 Interim Consolidated Statements of Comprehensive (Loss) Income (Unaudited) F-3 Interim Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) F-5 Interim Consolid |
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| September 1, 2023 |
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 September, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exe |
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| August 8, 2023 |
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 August, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 8, 2023 |
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 August, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal execut |
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| August 8, 2023 |
Exhibit 99.1 Cellebrite Appoints Thomas E. Hogan as Executive Chairman of the Board Seasoned Technology Leader to Partner with CEO Yossi Carmil to Further Company Growth and Strategic Priorities TYSONS CORNER, VIRGINIA AND PETAH TIKVA, ISRAEL – AUGUST 8, 2023 – Cellebrite DI Ltd. (Nasdaq: CLBT), a global leader in Digital Intelligence (DI) solutions for the public and private sectors, announced to |
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| August 8, 2023 |
Exhibit 99.1 Cellebrite Announces Second-Quarter 2023 Results Revenues of $76.7 million, 23% year-over-year increase primarily due to 35% growth in subscription revenue; ARR of $273.7 million, up 28% year-over-year; Adjusted EBITDA of $11.1 million, 14.5% Adjusted EBITDA margin; Company increases 2023 outlook for revenue, ARR and adjusted EBITDA TYSONS CORNER, VA and PETAH TIKVA, ISRAEL, August 8, |
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| July 10, 2023 |
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 July, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executiv |
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| May 31, 2023 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Exhibit 99.1 Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Dear Shareholder, You are cordially invited to attend an Annual General Meeting (the “Meeting”) of the shareholders of Cellebrite DI Ltd. (the “Company”), to be held at 04:00 p.m., Israel time, on July 6, 2023, at the Company’s offices at 94 Shlomo Shmelzer Road, Petah Tikva 4970602, Israel. The |
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| May 31, 2023 |
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 May, 2023. Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executiv |
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| May 31, 2023 |
Exhibit 99.2 |
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| May 22, 2023 |
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 May, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| May 10, 2023 |
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 May, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal executive |
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| May 10, 2023 |
Exhibit 99.1 Cellebrite Announces First-Quarter 2023 Results Revenue of $71.2 million, 14% year-over-year increase due primarily to 27% growth in subscription revenue; ARR of $261.3 million, up 30% year-over-year; Adjusted EBITDA of $7.3 million, 10.3% adjusted EBITDA margin PETAH TIKVA, ISRAEL, and TYSONS CORNER, VA, May 10, 2023 – Cellebrite (NASDAQ: CLBT), a global leader in Digital Intelligenc |
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| April 27, 2023 |
exhibit131sox906yossi 1 Exhibit 13.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 20-F of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Rep |
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| April 27, 2023 |
Compensation Policy for Directors and Officer exhibit49compensationp Exhibit 4.9 COMPENSATION POLICY Cellebrite DI Ltd. Compensation Policy for Executive Officers and Directors (As Adopted by the Shareholders on August 30, 2021) 1. Introduction This document sets forth the Compensation Policy for Executive Officers and Directors (this “Compensation Policy” or “Policy”) of Cellebrite DI Ltd. (“Cellebrite” or the “Company”) in accordance with t |
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| April 27, 2023 |
Amended and Restated Articles of Cellebrite DI Ltd. (as currently in effect) THE COMPANIES LAW, 1999 A LIMITED LIABILITY COMPANY —————- ARTICLES OF ASSOCIATION OF CELLEBRITE DI LTD. |
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| April 27, 2023 |
Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF |
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| April 27, 2023 |
exhibit132sox906dana 1 Exhibit 13.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 20-F of Cellebrite DI Ltd. (the “Company”) for the fiscal year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Repo |
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| April 27, 2023 |
exhibit122sox302dana 1 Exhibit 12.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Dana Gerner, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a materi |
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| April 27, 2023 |
Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form F-3 No. 333-259826) of Cellebrite DI Ltd., and (2) Registration Statement (Form S-8 No. 333-260878) pertaining to the Cellebrite Mobile Synchronization Ltd. 2008 Share Option Plan, the Cellebrite Mobile Synchro |
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| April 27, 2023 |
exhibit24securities 1 Exhibit 2.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2021, Cellebrite DI Ltd. had two classes of securities registered under Section 12(b) of the Securities Exchange Act of 1934, as amended, due to their listing on the Nasdaq Global Market: our ordinary shares, NIS 0.0000 |
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| April 27, 2023 |
Consent of KPMG Somekh Chaikin, independent registered accounting firm for Cellebrite DI Ltd. Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statement (No. 333-260878) on Form S-8 of our report dated March 29, 2022, with respect to the consolidated financial statements of the Company and its subsidiaries. /s/ Somekh Chaikin Member Firm of KPMG International April 27, 2023 Tel Aviv, Israel |
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| April 27, 2023 |
exhibit121sox302yossi 1 Exhibit 12.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Yossi Carmil, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a mate |
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| February 15, 2023 |
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 February, 2023 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| February 15, 2023 |
Exhibit 99.1 Cellebrite Announces Fourth Quarter 2022 Results ARR of $249 million, up 33% year-over-year Fourth-quarter revenue of $74.0 million, Increase 9% year-over-year Fourth-quarter adjusted EBITDA of $16.1 million, 21.8% adjusted EBITDA margin PETAH TIKVA, ISRAEL, and TYSONS CORNER, VA, February 15, 2023 – Cellebrite (NASDAQ: CLBT), a global leader in Digital Intelligence (“DI”) solutions f |
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| February 14, 2023 |
CLBT / Cellebrite DI Ltd. / SUNCORPORATION - SC 13G/A Passive Investment SC 13G/A 1 tm236463d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cellebrite DI Ltd. (Name of Issuer) Ordinary shares, par value of NIS 0.00001 per share (Title of Class of Securities) M2197Q107 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statem |
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| November 17, 2022 |
EX-99.1 2 ea168766ex99-1cellebrite.htm PRESS RELEASE TITLED "CELLEBRITE ANNOUNCES THIRD QUARTER 2022 RESULTS" Exhibit 99.1 Cellebrite Announces Third Quarter 2022 Results ARR of $232 million, up 35% year-over-year Third Quarter revenue of $71.7 million, Increase 9% year-over-year PETAH TIKVA, ISRAEL, and TYSONS CORNER, VA, November 17, 2022 – Cellebrite (NASDAQ: CLBT), a global leader in Digital I |
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| November 17, 2022 |
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, 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Translation of registrant’s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exec |
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| September 22, 2022 |
Filed Pursuant to Rule 424(b)(3) PROSPECTUS Registration No. 333-259826 CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the ?Selling Securityholders?) of (A) 30,000,000 of our Ordinary S |
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| September 13, 2022 |
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 September, 2022 Commission File Number 001-40772 CELLEBRITE DI LTD. (Translation of registrant?s name into English) 94 Shlomo Shmelzer Road Petah Tikva 4970602 Israel (Address of principal execu |
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| September 13, 2022 |
As filed with the Securities and Exchange Commission on September 13, 2022 Registration No. |
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| September 13, 2022 |
Calculation of Filing Fee Table. Exhibit 107 Calculation of Filing Fee Table Form F-3 (Form Type) Cellebrite DI Ltd. |
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| September 13, 2022 |
Exhibit 99.1 Cellebrite DI Ltd.and its Subsidiaries INTERIM CONSOLIDATED BALANCE SHEETS (U.S Dollars in thousands, except share and per share data) INTERIM CONSOLIDATED BALANCE SHEETS U.S. dollar in thousands (except share and per share data) CONSOLIDATED FINANCIAL STATEMENTS CELLEBRITE DI LTD. AND ITS SUBSIDIARIES INTERIM CONSOLIDATED FINANCIAL STATEMENT AS OF JUNE 30, 2022 UNAUDITED INDEX Page I |
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| August 11, 2022 |
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 August 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal |
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| August 11, 2022 |
424B3 1 ea164215-424b3cellebrite.htm PROSPECTUS SUPPLEMENT NO. 3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-259826 PROSPECTUS SUPPLEMENT NO. 3 (to prospectus dated April 5, 2022) CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus supplement amends and supplements the prospectus date |
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| August 11, 2022 |
Exhibit 99.1 Cellebrite Announces Second Quarter 2022 Results ARR of $214 million, up 35% year-over-year Second Quarter revenue of $62.6 million, Increase 6% year-over-year PETAH TIKVA, ISRAEL, and TYSONS CORNER, VA, August 11, 2022 ? Cellebrite (NASDAQ: CLBT), a global leader in Digital Intelligence (?DI?) solutions for the public and private sectors, today announced financial results for the thr |
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| July 20, 2022 |
6-K 1 ea163094-6kcellebritedi.htm REPORT OF FOREIGN PRIVATE ISSUER 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 July 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo |
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| June 13, 2022 |
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 June 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal ex |
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| June 13, 2022 |
CELLEBRITE DI LTD. (THE “COMPANY”) THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS Exhibit 99.2 CELLEBRITE DI LTD. (THE ?COMPANY?) PROXY THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS I, the undersigned, shareholder of Cellebrite DI Ltd. (the ?Company?), hereby nominate, constitute and appoint Ms. Dana Gerner, Chief Financial Officer of the Company and Ms. Ortal Yanko-Shalev, Legal Counsel, and each of them, as my true and lawful proxy and attorney(s) with full power of subst |
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| June 13, 2022 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Exhibit 99.1 Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Dear Shareholder, You are cordially invited to attend an Annual General Meeting (the ?Meeting?) of the shareholders of Cellebrite DI Ltd. (the ?Company?), to be held at 4:00p.m., Israel time, on July 19, 2022, at the Company?s offices at 94 Shlomo Shmelzer Road, Petah Tikva 4970602, Israel. The C |
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| May 12, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-259826 PROSPECTUS SUPPLEMENT NO. 2 (to prospectus dated April 5, 2022) CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus supplement amends and supplements the prospectus dated April 5, 2022 (the “Prospectus”) which forms a part of our Regi |
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| May 12, 2022 |
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 May 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal exe |
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| May 12, 2022 |
Exhibit 99.1 Cellebrite Announces First Quarter 2022 Results ARR of $201 million, up 33% year-over-year First Quarter revenue of $62.4 million, up 17% year-over-year Reiterates 2022 outlook for 34-42% ARR growth and 16-22% revenue growth PETAH TIKVA, ISRAEL, and TYSONS CORNER, VA, May 12, 2022 ? Cellebrite (NASDAQ: CLBT), a global leader in Digital Intelligence (?DI?) solutions for the public and |
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| April 18, 2022 |
Exhibit 12.3 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Yossi Carmil, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to sta |
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| April 18, 2022 |
Exhibit 12.4 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Dana Gerner, certify that: 1. I have reviewed this annual report on Form 20-F of Cellebrite DI Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to stat |
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| April 18, 2022 |
20-F/A 1 f20f2021a1cellebrite.htm AMENDMENT NO. 1 TO FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR þ 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 REPO |
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| April 15, 2022 |
424B3 1 ea158502-424b3cellebrite.htm PROSPECTUS SUPPLEMENT NO. 1 Filed Pursuant to Rule 424(b)(3) Registration No. 333-259826 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated April 5, 2022) CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus supplement amends and supplements the prospectus date |
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| April 14, 2022 |
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 April 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principal e |
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| April 6, 2022 |
PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-259826 CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the ?Selling Securityholders?) of (A) 30,000,000 of our Ordinary S |
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| March 30, 2022 |
Registration No. 333-259826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 to FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cellebrite DI Ltd. (Exact Name of Registrant as Specified in Its Charter) State of Israel 7372 Not applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial |
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| March 30, 2022 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form F-1 (Form Type) Cellebrite DI Ltd. |
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| March 29, 2022 |
Item 7. Major Shareholders and Related Party Transactions Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(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 |
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| February 24, 2022 |
CLBT / Cellebrite DI Ltd. / IGP SAFERWORLD, LIMITED PARTNERSHIP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. )* CELLEBRITE DI LTD. (Name of Issuer) Ordinary Shares, with par value of NIS 0.00001 per share (Title of Class of Securities) M2197Q107 (CUSIP N |
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| February 16, 2022 |
424B3 1 ea155826-424b3cellebrite.htm PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) Registration No. 333-259826 PROSPECTUS SUPPLEMENT NO. 2 (to prospectus dated October 6, 2021) CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus supplement amends and supplements the prospectus dated Oc |
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| February 16, 2022 |
Exhibit 99.1 Cellebrite Announces Fourth Quarter and Full Year 2021 Results 2021 revenue of $246 million, up 26% year-over-year 2021 ARR $187 million, up 37% year-over-year 2021 GAAP net income of $71.4 million; Adjusted EBITDA of $47.9 million, 19.5% Adjusted EBITDA margin Provides 2022 outlook for 34-42% ARR growth and 16-22% revenue growth PETAH TIKVA, ISRAEL, February 16, 2022 ? Cellebrite (Na |
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| February 16, 2022 |
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 February 2022 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principa |
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| February 10, 2022 |
CLBT / Cellebrite DI Ltd. / SUNCORPORATION - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cellebrite DI Ltd. (Name of Issuer) Ordinary shares, par value of NIS 0.00001 per share (Title of Class of Securities) M2197Q107 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 7, 2022 |
CLBT / Cellebrite DI Ltd. / Weiss Asset Management LP Passive Investment SC 13G/A 1 twct13ga31dec2021.htm CUSIP NO. M2197Q107 SCHEDULE 13G PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CELLEBRITE DI LTD. (FORMERLY KNOWN AS TWC TECH HOLDINGS II CORP.) - (Name of Issuer) Or |
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| December 1, 2021 |
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 December 2021 Commission File Number 333-256177 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of princip |
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| November 12, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-259826 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated October 6, 2021) CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus supplement amends and supplements the prospectus dated October 6, 2021 (the “Prospectus”) which forms a part of our |
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| November 10, 2021 |
Exhibit 99.1 Cellebrite Announces Third Quarter 2021 Results Revenue of $65.9 million, up 24% year-over-year; Ups revenue guidance for full year 2021 GAAP net income of $8.1 million; Adjusted EBITDA of $15.0 million, 22.8% Adjusted EBITDA margin; Ups adjusted EBITDA guidance for full year 2021 PETAH TIKVA, ISRAEL, November 10, 2021 ? Cellebrite (Nasdaq: CLBT), a global leader in Digital Intelligen |
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| November 10, 2021 |
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 2021 Commission File Number 001-40772 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principa |
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| November 8, 2021 |
As filed with the Securities and Exchange Commission on November 8, 2021 As filed with the Securities and Exchange Commission on November 8, 2021 Registration No. |
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| October 21, 2021 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Exhibit 99.1 Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel +972-(73) 394-8000 Dear Shareholder, You are cordially invited to attend a Special General Meeting (the ?Meeting?) of the shareholders of Cellebrite DI Ltd. (the ?Company?), to be held at 6:00 p.m., Israel time, on Monday, November 29, 2021, at the Company?s offices at 94 Shlomo Shmelzer Road, Petah Tikva 4970602, |
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| October 21, 2021 |
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 October 2021 Commission File Number 333-256177 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel (Address of principa |
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| October 21, 2021 |
CELLEBRITE DI LTD. (THE “COMPANY”) THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS Exhibit 99.2 CELLEBRITE DI LTD. (THE ?COMPANY?) PROXY THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS I, the undersigned, shareholder of Cellebrite DI Ltd. (the ?Company?), hereby nominate, constitute and appoint Ms. Dana Gerner, Chief Financial Officer of the Company and Ms. Avital Futterman, VP Legal Affairs & General Counsel, and each of them, as my true and lawful proxy and attorney(s) with |
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| October 7, 2021 |
424B3 1 f424b31021cellebrite.htm PROSPECTUS Filed pursuant to Rule 424(b)(3) Registration No. 333-259826 PROSPECTUS CELLEBRITE DI LTD. 171,729,210 Ordinary Shares 9,666,667 Warrants to Purchase Ordinary Shares 29,666,667 Ordinary Shares Underlying Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the “Selling Securityh |
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| October 4, 2021 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva, Israel CORRESP 1 filename1.htm Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva, Israel October 4, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, D.C. 20549 Attn: Jan Woo Matthew Crispino Re: Cellebrite DI Ltd. Registration Statement on Form F-1 Filed September 27, 2021, as amended File No. 333-259826 Dear Ms. |
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| September 27, 2021 |
List of subsidiaries of Cellebrite DI Ltd. Exhibit 21.1 SUBSIDIARIES OF CELLEBRITE DI LTD. Name of Subsidiary Jurisdiction of Organization Cellebrite Inc. U.S. (Delaware) Cellebrite GmbH Germany Cellebrite Asia Pacific Pte Ltd. Singapore Cellebrite Solu??es de Inteligencia Digital Ltda Brazil Cellebrite Digital Intelligence Solutions Private Limited India Cellebrite UK Limited* United Kingdom Cellebrite Canada Mobile Data Solutions Ltd. Ca |
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| September 27, 2021 |
F-1 1 ff12021cellebritediltd.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on September 27, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cellebrite DI Ltd. (Exact Name of Registrant as Specified in Its Charter) State of Israel 7372 Not applicable |
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| September 9, 2021 |
CLBT / Cellebrite DI Ltd. / TWC Tech Holdings II, LLC - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. ) Under the Securities Exchange Act of 1934 Cellebrite DI Ltd. (Name of Issuer) Ordinary Shares, par value 0.00001 NIS per share (Title of Class of Securities) M2197Q107 (CUSIP Number) Adam H. Clammer True Wind Capital Management, L.P. Four Embarcadero Center, Suite 2100 San Francisco, CA 94111 (415 |
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| September 3, 2021 |
2021 Cellebrite DI Ltd. Share Incentive Plan. Exhibit 4.5 CELLEBRITE DI LTD. 2021 Share Incentive Plan Unless otherwise defined, terms used herein shall have the meaning ascribed to them in Section 2 hereof. 1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. Purpose. The purpose of this 2021 Share Incentive Plan (as amended, this ?Plan?) is to afford an incentive to Service Providers (as defined below) of Cellebrite DI Ltd., an Israeli company (toget |
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| September 3, 2021 |
Consent of KPMG Somekh Chaikin, independent registered accounting firm for Cellebrite DI Ltd. Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the use of our report dated May 14, 2021, with respect to the consolidated financial statements of Cellebrite DI Ltd., incorporated herein by reference and to the reference to our firm under the heading “Experts” in the prospectus. /s/ Somekh Chaikin Member Firm of KPMG International September 3, 2021 |
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| September 3, 2021 |
Exhibit 15.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction The following unaudited pro forma condensed combined financial statements present the combination of the financial information of TWC and Cellebrite, adjusted to give effect to the Business Combination and consummation of the Transactions (each as defined within that certain Business Combination Agreement and Pl |
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| September 3, 2021 |
20FR12B 1 ea146871-20fr12bcellebrite.htm SHELL COMPANY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(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 OR ☐ TRANSITION REPORT PURSUAN |
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| September 3, 2021 |
2021 Cellebrite DI Ltd. Employee Share Purchase Plan. Exhibit 4.6 CELLEBRITE DI LTD. 2021 EMPLOYEE SHARE PURCHASE PLAN Article I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a share ownership interest in the Company. The Plan consists of two components: (i) the Section 423 Component and (ii) the Non-Section 423 Component. The Section 423 Component is intended to qualify |
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| September 3, 2021 |
Exhibit 15.3 Consent of Independent Registered Public Accounting Firm We hereby consent to the incorporation by reference in the Shell Company Report on Form 20-F, of our report dated May 6, 2021, relating to the financial statements of TWC Tech Holdings II Corp., which is incorporated by reference in this Shell Company Report on Form 20-F. We also consent to the reference to our Firm under the ca |
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| August 31, 2021 |
Exhibit 99.1 Cellebrite?s Leading Digital Intelligence Solutions Support The World?s Top Public Safety Agencies & Enterprises in Lawfully Sanctioned Criminal & Civil Investigations Across The Globe SAN FRANCISCO, CA and PETAH TIKVA, ISRAEL, August 30, 2021?Cellebrite DI Ltd. (?Cellebrite?), the global leader in Digital Intelligence solutions for the public and private sectors, and TWC Tech Holding |
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| August 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION 6-K 1 ea146624-6kcellebritedi.htm REPORT OF FOREIGN PRIVATE ISSUER 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 August 2021 Commission File Number: 333-256177 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) 94 Sh |
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| August 30, 2021 |
8-A12B 1 ea146625-8a12bcellebritedi.htm FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Cellebrite DI Ltd. (Exact name of registrant as specified in its charter) State of Israel Not Applicable (State or other |
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| August 13, 2021 |
Investor Presentation August 2021 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a - 12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001 - 39499 Date: August 12, 2021 Disclaimer This presentation (“Presentation”) contains proprietary and confidential information of Celle |
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| August 12, 2021 |
425 1 ea145673-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Date: August 12, 2021 The following transcript is from a call featuring the Cellebrite DI Ltd. (“Cellebrite”) Chief Execut |
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| August 12, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Date: August 12, 2021 Q 2 21 Earnings Call June 2021 Disclaimer This presentation (“Presentation”) contains proprietary and confidential information of Cellebrite D |
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| August 12, 2021 |
425 1 ea145674-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Date: August 12, 2021 Cellebrite Announces Second Quarter 2021 Results Annual Recurring Revenue of $159 million, up 46% |
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| August 9, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Date: August 9, 2021 CELLEBRITE announces effectiveness of REGISTRATION STATEMENT IN CONNECTION WITH ITS PROPOSED BUSINESS COMBINATION WITH TWC TECH HOLDINGS II |
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| August 6, 2021 |
EX-4.6 2 ff42021a3ex4-6cellebrite.htm SPECIMEN WARRANT CERTIFICATE OF CELLEBRITE DI LTD Exhibit 4.6 EXHIBIT A Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW Cellebrite DI Ltd. Incorporated Under the Laws of the State of Israel CUSIP [ ] Warra |
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| August 6, 2021 |
Exhibit 10.14 COMPENSATION POLICY Cellebrite DI Ltd. Compensation Policy for Executive Officers and Directors (As Adopted by the Shareholders on , 2021) 1. Introduction This document sets forth the Compensation Policy for Executive Officers and Directors (this ?Compensation Policy? or ?Policy?) of Cellebrite DI Ltd. (?Cellebrite? or the ?Company?) in accordance with the requirements of the Compani |
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| August 6, 2021 |
Exhibit 10.11 CELLEBRITE DI LTD. 2021 Share Incentive Plan Unless otherwise defined, terms used herein shall have the meaning ascribed to them in Section 2 hereof. 1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. Purpose. The purpose of this 2021 Share Incentive Plan (as amended, this ?Plan?) is to afford an incentive to Service Providers (as defined below) of Cellebrite DI Ltd., an Israeli company (tog |
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| August 6, 2021 |
Exhibit 4.7 CELLEBRITE DI LTD. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC WARRANT AGREEMENT Dated as of [ ], 2021 THIS ASSIGNMENT, ASSUMPTION AND AMENDED & RESTATED WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021 is by and between Cellebrite DI Ltd., a company organized under the laws of the State of Israel (the ?Company?), TWC Tech Holdings II Corp., a Delaware corporation (?TWC |
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| August 6, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-256177 PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS OF TWC TECH HOLDINGS II CORP. AND PROSPECTUS FOR UP TO 61,500,000 ORDINARY SHARES, 29,666,667 WARRANTS, AND 24,823,130 ORDINARY SHARES UNDERLYING WARRANTS OF CELLEBRITE DI LTD. Dear TWC Tech Holdings II Corp. Stockholders: On behalf of the board of directors (the ?TWC Board?) of TWC Tec |
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| August 6, 2021 |
As filed with the Securities and Exchange Commission on August 5, 2021. Registration No. 333-256177 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cellebrite DI Ltd. (Exact Name of Registrant as Specified in its Charter) Israel 7372 Not Applicable (State or Other Jurisdiction of Incorporati |
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| August 6, 2021 |
Form of Proxy for Special Meeting. Exhibit 99.1 0 TWC TECH HOLDINGS II CORP. Proxy for Special Meeting of Stockholders on August 27, 2021 Solicited on Behalf of the Board of Directors The undersigned hereby appoints Adam H. Clammer and Rufina Adams, and each of them, with full power of substitution and power to act alone, as proxies to vote all the shares of Common Stock which the undersigned would be entitled to vote if personally |
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| August 6, 2021 |
EX-10.13 6 ff42021a3ex10-13cellebrite.htm INDEMNIFICATION AGREEMENT Exhibit 10.13 indemnification agreement THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of , 20, is entered into by and between Cellebrite DI Ltd., an Israeli company whose address is 94 Shlomo Shmelzer Road, Petah Tikva 4970602, Israel (the “Company”), and the undersigned Director or Officer of the Company whose name a |
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| August 6, 2021 |
Consent of William Heldfond (Director Nominee). Exhibit 99.3 August 5, 2021 TWC Tech Holdings II Corp. Four Embarcadero Center, Suite 2100 San Francisco, CA 94111 Consent to Reference in Proxy Statement/Prospectus/Consent Solicitation Statement Cellebrite DI Ltd. (the ?Company?) is filing a Registration Statement on Form F-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In conne |
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| August 6, 2021 |
Exhibit 10.12 CELLEBRITE DI LTD. 2021 EMPLOYEE SHARE PURCHASE PLAN Article I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a share ownership interest in the Company. The Plan consists of two components: (i) the Section 423 Component and (ii) the Non-Section 423 Component. The Section 423 Component is intended to qualif |
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| August 4, 2021 |
Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva, Israel CORRESP 1 filename1.htm Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva, Israel August 4, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, D.C. 20549 Attn: Laura Veator Stephen Krikorian Matthew Crispino Larry Spirgel Re: Cellebrite DI Ltd. Registration Statement on Form F-4 Dated May 17, 2021, as amende |
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| July 23, 2021 |
As filed with the Securities and Exchange Commission on July 22, 2021. F-4/A 1 ff42021a2cellebritediltd.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on July 22, 2021. Registration No. 333-256177 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cellebrite DI Ltd. (Exact Name of Registrant as Specified in its Charter) Israel 7372 |
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| July 23, 2021 |
Consent of Dafna Gruber (Director Nominee) Exhibit 99.5 July 22, 2021 Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel Consent to Reference in Proxy Statement/Prospectus/Consent Solicitation Statement Cellebrite DI Ltd. (the “Company”) is filing a Registration Statement on Form F-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, |
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| July 23, 2021 |
Consent of Nadine Baudot-Trajtenberg (Director Nominee) Exhibit 99.4 July 22, 2021 Cellebrite DI Ltd. 94 Shlomo Shmelzer Road Petah Tikva 4970602, Israel Consent to Reference in Proxy Statement/Prospectus/Consent Solicitation Statement Cellebrite DI Ltd. (the “Company”) is filing a Registration Statement on Form F-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, |
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| July 23, 2021 |
Exhibit 4.5 [Form of Ordinary Share Certificate] NUMBER SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] CELLEBRITE DI LTD. INCORPORATED UNDER THE LAWS OF THE STATE OF ISRAEL ORDINARY SHARE THIS CERTIFIES THAT is the owner of fully paid and non-assessable ordinary shares, without par value (the ?Ordinary Shares?), of Cellebrite DI Ltd. (the ?Company?), transferable on the books of the Company |
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| July 22, 2021 |
July 22, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Laura Veator Stephen Krikorian Matthew Crispino Larry Spirgel Re: Cellebrite DI Ltd. Amendment No. 1 to Registration Statement on Form F-4/A Dated June 29, 2021 File No. 333-256177 Ladies and Gentlemen: On behalf of our client, Cellebrite DI Ltd., a company organized |
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| June 30, 2021 |
June 30, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, D.C. 20549 Attn: Laura Veator Stephen Krikorian Matthew Crispino Larry Spirgel Re: Cellebrite DI Ltd. Registration Statement on Form F-4 Dated May 17, 2021 File No. 333-256177 Ladies and Gentlemen: On behalf of our client, Cellebrite DI Ltd., a company o |
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| June 29, 2021 |
Form of Cellebrite DI Ltd. 2021 Employee Stock Purchase Plan. Exhibit 10.12 CELLEBRITE DI LTD. 2021 EMPLOYEE SHARE PURCHASE PLAN Article I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a share ownership interest in the Company. The Plan consists of two components: (i) the Section 423 Component and (ii) the Non-Section 423 Component. The Section 423 Component is intended to qualif |
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| June 29, 2021 |
Cellebrite DI Ltd. 2019 Share Option Plan. Exhibit 10.9 2019 CELLEBRITE MOBILE SYNCHRONIZATION LTD. 2019 SHARE OPTION PLAN ESOP 2019 TABLE OF CONTENTS Page 1. Purpose 1 2. Definitions 1 3. Administration of the Plan 4 4. Designation of Optionees 5 5. Shares subject to the plan 5 6. Term of Option 6 7. Option Exercise Price and Consideration 6 8. Vesting of the Options 6 9. Exercise of Option; Right as a Shareholder 7 10. Termination of Emp |
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| June 29, 2021 |
Exhibit 10.6 Summary of Lease Agreement Note: this summary does not contain a full or direct translation of the terms of the original Hebrew-language lease agreement, and is designated solely for the purpose of providing a general presentation of such agreement. On December 11, 2007, Azorei Malal Industries Ltd. (the “Lessor”) and Cellebrite DI Ltd. (the “Company”) entered into a lease agreement, |
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| June 29, 2021 |
Cellebrite DI Ltd. 2019 Restricted Share and Restricted Share Units Plan. Exhibit 10.10 Cellebrite Mobile Synchronization Ltd 2019 Restricted Share and Restricted Share Units Plan Unless otherwise defined, terms used herein shall have the meaning ascribed to them in Section 1 hereof. 1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. 1.1. Purpose. The purpose of this 2019 Restricted Share and Restricted Share Units Plan (as amended, this “Plan”) is to afford an incentive to Se |
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| June 29, 2021 |
Form of Cellebrite DI Ltd. 2021 Share Incentive Plan. EX-10.11 7 ff42021a1ex10-11cellebrite.htm FORM OF CELLEBRITE DI LTD. 2021 SHARE INCENTIVE PLAN Exhibit 10.11 CELLEBRITE DI LTD. 2021 Share Incentive Plan Unless otherwise defined, terms used herein shall have the meaning ascribed to them in Section 2 hereof. 1. PURPOSE; TYPES OF AWARDS; CONSTRUCTION. Purpose. The purpose of this 2021 Share Incentive Plan (as amended, this “Plan”) is to afford an i |
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| June 29, 2021 |
Exhibit 10.7 On June 7, 2018, Mivnei Nadlan (C.D.) Company Ltd. (f/k/a/ Mivnei Ta'asia Company Ltd.) (the “Lessor”) and Cellebrite DI Ltd. (the “Company”) entered into a lease agreement, and into the addendum thereto, dated as of March 2, 2021 (collectively, the “Lease Agreement”). 1. The Premises Certain spaces in a building located in Kiryat Malachi, on 6 Menachem Begin St. (the “Asset”). The to |
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| June 29, 2021 |
Cellebrite DI Ltd. 2008 Share Option Plan. Exhibit 10.8 2008 CELLEBRITE MOBILE SYNCHRONIZATION LTD. 2008 SHARE OPTION PLAN ESOP 2008 TABLE OF CONTENTS Page 1. Purpose 1 2. Definitions 1 3. Administration of the Plan 3 4. Designation of Optionees 4 5. Shares subject to the plan 5 6. Term of Option 5 7. Option Exercise Price and Consideration 5 8. Vesting of the Options 5 9. Exercise of Option; Right as a Shareholder 6 10. Termination of Emp |
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| June 29, 2021 |
F-4/A 1 ff42021a1cellebritedi.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on June 29, 2021. Registration No. 333-256177 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cellebrite DI Ltd. (Exact Name of Registrant as Specified in its Charter) Israel 7372 No |
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| June 14, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 The following transcript is from a video featuring the Cellebrite DI Ltd. (“Cellebrite”) Chief Product and Technologies Officer, Ronnen Armon, uploaded on the Celle |
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| June 11, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Analyst Day June 2021 Team and presenters Founding Partner of True Wind Capital. Former Founder and Head of KKR Global Technology Group Board experience includes LP |
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| June 10, 2021 |
425 1 ea142563-425cellebritediltd.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Cellebrite, the secretive firm famous for helping the FBI crack into locked iPhones, has big plans to expand into the |
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| June 7, 2021 |
425 1 ea142360-425cellebritedi.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Cellebrite Announces First Quarter 2021 Results Annual Recurring Revenue of $150 million, up 53% year-over-year Revenue |
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| May 24, 2021 |
425 1 ea141587-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Meet the man behind controversial iPhone-cracking company Cellebrite The digital forensics company beloved by British poli |
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| May 17, 2021 |
Exhibit 3.1 Amended and Restated Articles of Association of Cellebrite DI Ltd. A Private Limited Liability Company 1. Definitions; Interpretation 1.1. The following capitalized terms used in these Articles of Association shall have the respective meanings ascribed to them below: ?Affiliate? With respect to any Person, any Person that, directly or indirectly, either alone or through or together wit |
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| May 17, 2021 |
Consent of Brandon van Buren (Director Nominee). Exhibit 99.3 May 17, 2021 TWC Tech Holdings II Corp. Four Embarcadero Center, Suite 2100 San Francisco, CA 94111 Consent to Reference in Proxy Statement/Prospectus/Consent Solicitation Statement Cellebrite DI Ltd. (the ?Company?) is filing a Registration Statement on Form F-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In connect |
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| May 17, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of September 10, 2020 by and between TWC Tech Holdings II Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Fo |
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| May 17, 2021 |
425 1 ea141102-425cellebritedi.htm FORM 425 NEWS Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 FOR IMMEDIATE RELEASE Cellebrite Announces Filing of a Registration Statement on Form F-4 in connection with its Pr |
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| May 17, 2021 |
Exhibit 4.8 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of September 10, 2020, is made and entered into by and among TWC Tech Holdings II Corp., a Delaware corporation (the ?Company?), TWC Tech Holdings II, LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holder on the signature page hereto (each s |
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| May 17, 2021 |
Amended and Restated Certificate of Incorporation of TWC Tech Holdings II Corp. Exhibit 3.3 Delaware The First State Page 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE RESTATED CERTIFICATE OF “TWC TECH HOLDINGS II CORP.”, FILED IN THIS OFFICE ON THE TENTH DAY OF SEPTEMBER, A.D. 2020, AT 6:28 O`CLOCK P.M. /s/ Jeffrey W. Bullock Jeffrey W. Bullock, Secretary of State 3275965 8100 SR# 202072 |
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| May 17, 2021 |
EX-10.2 13 ff42021ex10-2cellebritedi.htm FORM OF SHAREHOLDER SUPPORT AGREEMENT, DATED AS OF APRIL 8, 2021, BY AND AMONG CELLEBRITE DI LTD., CERTAIN SHAREHOLDERS OF CELLEBRITE DI LTD. AND TWC TECH HOLDINGS II CORP Exhibit 10.2 STRICTLY CONFIDENTIAL EXECUTION VERSION SHAREHOLDER SUPPORT AGREEMENT This Shareholder Support Agreement (this “Agreement”) is dated as of April 8, 2021, by and among TWC Tec |
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| May 17, 2021 |
EX-4.4 8 ff42021ex4-4cellebritedi.htm WARRANT AGREEMENT, DATED SEPTEMBER 10, 2020, BY AND BETWEEN TWC TECH HOLDINGS II CORP. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS WARRANT AGENT Exhibit 4.4 TWC TECH HOLDINGS II CORP. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC WARRANT AGREEMENT Dated as of September 10, 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 10, 20 |
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| May 17, 2021 |
Specimen Unit Certificate of TWC Tech Holdings II Corp. Exhibit 4.1 NUMBER OF UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 90117G 204 TWC TECH HOLDINGS II CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-FIFTH OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of Class A common st |
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| May 17, 2021 |
As filed with the Securities and Exchange Commission on May 17, 2021. F-4 1 ff42021cellebritedi.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on May 17, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cellebrite DI Ltd. (Exact Name of Registrant as Specified in its Charter) Israel 7372 Not Applicable (State or Other J |
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| May 17, 2021 |
Exhibit 10.5 EXECUTION VERSION REDEMPTION AND VOTING AGREEMENT This REDEMPTION AND VOTING AGREEMENT (this ?Redemption and Voting Agreement?) entered into on this 8th day of April, 2021, by and between TWC Tech Holdings II Corp., a Delaware corporation (the ?Issuer?) and the undersigned (?Holder? or ?you?). Defined terms used but not otherwise defined herein shall have the respective meanings ascri |
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| May 17, 2021 |
EX-10.4 15 ff42021ex10-4cellebritedi.htm FORM OF SHARE PURCHASE AGREEMENT, BY AND BETWEEN CERTAIN SHAREHOLDERS OF CELLEBRITE DI LTD., CERTAIN INVESTORS, TWC TECH HOLDINGS II CORP AND CELLEBRITE DI LTD Exhibit 10.4 SHARE PURCHASE AGREEMENT This SHARE PURCHASE AGREEMENT (this “Share Purchase Agreement”) is entered into this 8th day of April, 2021, by and among the shareholders of the Issuer (or bene |
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| May 17, 2021 |
Exhibit 4.9 September 10, 2020 TWC Tech Holdings II Corp. Four Embarcadero Center, Suite 2100 San Francisco, CA 94111 (415) 780-9975 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TWC Tech Holdings II Corp., a Delaware corpo |
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| May 17, 2021 |
Consent of Adam Clammer (Director Nominee). Exhibit 99.2 May 17, 2021 TWC Tech Holdings II Corp. Four Embarcadero Center, Suite 2100 San Francisco, CA 94111 Consent to Reference in Proxy Statement/Prospectus/Consent Solicitation Statement Cellebrite DI Ltd. (the ?Company?) is filing a Registration Statement on Form F-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In connect |
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| May 17, 2021 |
Specimen Class A Common Stock Certificate of TWC Tech Holdings II Corp. Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 90117G 105 TWC TECH HOLDINGS II CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF TWC TECH HOLDINGS II CORP. (THE ?CORPORATION?) transferable on the books of the |
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| May 17, 2021 |
EX-4.10 11 ff42021ex4-10cellebritedi.htm FORM OF INVESTOR RIGHTS AGREEMENT, TO BE EFFECTIVE UPON THE CONSUMMATION OF THE MERGER, BY AND AMONG, CELLEBRITE DI LTD., SUNCORPORATION, IGP SAFERWORLD LIMITED PARTNERSHIP AND THE OTHER EQUITY HOLDERS OF TWC TECH HOLDINGS II CORP. AND OF CELLEBRITE DI LT Exhibit 4.10 EXHIBIT C INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”), dat |
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| May 17, 2021 |
Exhibit 10.3 STRICTLY CONFIDENTIAL EXECUTION VERSION SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of April 8, 2021, by and among TWC Tech Holdings II, LLC, a Delaware limited liability company (the “Sponsor”), the other Persons set forth on Schedule I hereto (together with the Sponsor, each, a “Sponsor Party” and, together, the “Sponsor Parties”), |
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| May 17, 2021 |
Specimen Warrant Certificate of TWC Tech Holdings II Corp. EX-4.3 7 ff42021ex4-3cellebritedi.htm SPECIMEN WARRANT CERTIFICATE OF TWC TECH HOLDINGS II CORP Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW TWC Tech Holdings II Corp. Incorporated Under the Laws of the State of Delaware CUSIP 9 |
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| May 17, 2021 |
Bylaws of TWC Tech Holdings II Corp. EX-3.4 4 ff42021ex3-4cellebritedi.htm BYLAWS OF TWC TECH HOLDINGS II CORP Exhibit 3.4 BY LAWS OF TWC Tech holdings ii corp. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corp |
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| May 17, 2021 |
List of subsidiaries of Cellebrite DI Ltd. Exhibit 21.1 SUBSIDIARIES OF CELLEBRITE DI LTD. Name of Subsidiary Jurisdiction of Organization Cellebrite Inc. U.S. (Delaware) Cellebrite GmbH Germany Cellebrite Asia Pacific Pte Ltd. Singapore Cellebrite Solu??es de Inteligencia Digital Ltda Brazil Cellebrite Digital Intelligence Solutions Private Limited India Cellebrite UK Limited* UK Cellebrite Canada Mobile Data Solutions Ltd. Canada Cellebr |
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| April 19, 2021 |
425 1 ea139637-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 The information contained in this interview is an English translation of an Israeli interview given to Globes, an Israeli |
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| April 9, 2021 |
425 1 ea139288-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Cellebrite, The Leading Digital Intelligence Solutions Provider, to List on Nasdaq Through Merger with TWC Tech Holdings I |
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| April 9, 2021 |
425 1 ea139286-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 8 April 2021 TO: All Cellebrite GLOBAL EMPLOYEES FROM: Yossi Carmil DATE: April 8, 2021 SUBJECT: Important Company Announc |
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| April 9, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Cellebrite to Merge with TWCT April 8, 2021 Cellebrite Internal & Confidential Caution Regarding Forward Looking Statements This document includes “forward looking |
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| April 9, 2021 |
425 1 ea139284-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 8 April 2021 Cellebrite Social Media Posts Twitter: Post CTA Time Tweet 1 Cellebrite intends to go public through a merger |
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| April 9, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Investor Presentation April 2021 Exhibit 99.2 Disclaimer This investor presentation (?Investor Presentation?) contains proprietary and confidential information of C |
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| April 9, 2021 |
425 1 ea139282-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 8 April 2021 TO: Cellebrite Customers FROM: Yossi Carmil DATE: April 8, 2021 SUBJECT: Important Announcement from Cellebri |
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| April 9, 2021 |
425 1 ea139264-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 The following is a transcript of the pre-recorded transaction announcement webcast, made available on April 8, 2021. Trans |
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| April 9, 2021 |
425 1 ea139285-425cellebrite.htm FORM 425 Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 Privileged & Confidential 8 April 2021 For Internal Use ONLY Yossi Carmil Employee All-hands Talking Points ● Cellebrite t |
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| April 9, 2021 |
Filed by Cellebrite DI Ltd. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: TWC Tech Holdings II Corp. Commission File No. 001-39499 8 April 2021 Cellebrite Employee FAQ 1. What is a SPAC? A SPAC, which stands for Special Purpose Acquisition Company, is a company with no commercial operations tha |
