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: 001-40566

TABOOLA.COM LTD.

(Exact name of registrant as specified in its charter)

16 Madison Square West 7th Floor

New York, NY 10010

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

---

EXPLANATORY NOTE

Taboola.com Ltd. (the “Company”) announced the results of the Company’s special general meeting of shareholders (the “Meeting”), which was held at 5 p.m. (Israel time) on December 14, 2021, at the Company’s offices located at 2 Jabotinsky Street, 32nd FL., Ramat Gan, 5250501 Israel.

At the Meeting, the Company’s shareholders voted upon and approved, by the requisite majority in accordance with the Israel Companies Law, 5759-1999, and the Company’s articles of association, an amendment to the Company’s compensation policy for executive offices and directors to allow the Company to satisfy tax withholding obligations related to equity-based compensation as well as a corresponding amendment to the compensation terms of the Company’s directors and Chief Executive Officer (“Proposal 1”), as set forth in the Company’s Notice of Special General Meeting of Shareholders, which was attached as Exhibit 99.1 to the Company’s report of foreign private issuer on Form 6-K furnished to the Securities and Exchange Commission on November 5, 2021 (the “Proxy Statement”). Proposal 1 was approved based upon the following vote:

As required by Israeli law, Proposal 1 was also approved by shareholders holding a majority of the ordinary shares voted on such proposal (excluding abstentions) who affirmatively confirmed that they were non-controlling shareholders and did not have a personal interest in such proposal.

This Form 6-K is incorporated by reference into the Company’s registration statement on Form S-8 (File No. 333-257478).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.