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07/29/2026 | Press release | Distributed by Public on 07/29/2026 14:16

Post-Effective Registration for Depository Shares (Form F-6 POS)

As filed with the Securities and Exchange Commission on July 29, 2026

Registration No. 333-269640

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________

POST-EFFECTIVE AMENDMENT NO. 1 TO FORM F-6

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933 FOR DEPOSITARY SHARES EVIDENCED BY

AMERICAN DEPOSITARY RECEIPTS

_____________

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

(Exact name of issuer of deposited securities as specified in its charter)

_____________

N/A

(Translation of issuer's name into English)

_____________

Israel

(Jurisdiction of incorporation or organization of issuer)

__________________________________

CITIBANK, N.A.

(Exact name of depositary as specified in its charter)

_____________

388 Greenwich Street

New York, New York 10013

(877) 248 - 4237

(Address, including zip code, and telephone number, including area code, of depositary's principal executive offices)

_____________

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, #3

Parsippany NJ, 07054 USA

+1-973-658-0301

(Address, including zip code, and telephone number, including area code, of agent for service)

__________________________________

Copies to:

Maia Gez

White & Case LLP

1221 Avenue of Americas

New York, NY

(212) 819-8200

Herman H. Raspé, Esq.

Jean-Claude Lanza, Esq.

Patterson Belknap Webb & Tyler LLP
1133 Avenue of the Americas
New York, New York 10036
(212) 336-2000

__________________________________

It is proposed that this filing become effective under Rule 466: ☐ immediately upon filing.
☐ on (Date) at (Time).
If a separate registration statement has been filed to register the deposited shares, check the following box : ☐

__________________________________

CALCULATION OF REGISTRATION FEE

Title of Each Class of
Securities to be Registered
Amount to be
Registered

Proposed Maximum

Aggregate Price Per Unit*

Proposed Maximum

Aggregate Offering Price**

Amount of

Registration Fee

American Depositary Shares (ADS(s)), each ADS representing the right to receive one (1) ordinary share of Teva Pharmaceutical Industries Limited (the "Company") N/A N/A N/A N/A

* Each unit represents 100 ADSs.

** Estimated solely for the purpose of calculating the registration fee. Pursuant to Rule 457(k), such estimate is computed on the basis of the maximum aggregate fees or charges to be imposed in connection with the issuance of ADSs.

The Registrant hereby amends this Post-Effective Amendment No. 1 to Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Post-Effective Amendment No. 1 to Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until this Post-Effective Amendment No. 1 to Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

This Post-Effective Amendment No. 1 to Registration Statement on Form F-6 may be executed in any number of counterparts, each of which shall be deemed an original, and all of such counterparts together shall constitute one and the same instrument.

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PART I

INFORMATION REQUIRED IN PROSPECTUS

Cross Reference Sheet

Item 1. DESCRIPTION OF SECURITIES TO BE REGISTERED

Item Number and Caption

Location in Form of American

Depositary Receipt ("Receipt")
Filed Herewith as Prospectus

1. Name of Depositary and address of its principal executive office Face of Receipt - Introductory Article.
2. Title of Receipts and identity of deposited securities Face of Receipt - Top Center.
Terms of Deposit:
(i) The amount of deposited securities represented by one American Depositary Share ("ADSs") Face of Receipt - Upper right corner.
(ii) The procedure for voting, if any, the deposited securities Reverse of Receipt - Paragraphs (17)
and (18).
(iii) The collection and distribution of dividends Reverse of Receipt - Paragraph (15).
(iv) The transmission of notices, reports and proxy soliciting material Face of Receipt - Paragraph (14);
Reverse of Receipt - Paragraph (18).
(v) The sale or exercise of rights Reverse of Receipt - Paragraphs (15) and (17).
(vi) The deposit or sale of securities resulting from dividends, splits or plans of reorganization

Face of Receipt - Paragraph (3) and (6);

Reverse of Receipt - Paragraphs (15) and (17).

(vii) Amendment, extension or termination of the deposit agreement Reverse of Receipt - Paragraphs (23) and (24) (no provision for extensions).
(viii) Rights of holders of Receipts to inspect the transfer books of the Depositary and the list of holders of ADSs Face of Receipt - Paragraph (14).

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Item Number and Caption

Location in Form of American

Depositary Receipt ("Receipt")
Filed Herewith as Prospectus

(ix) Restrictions upon the right to deposit or withdraw the underlying securities Face of Receipt - Paragraphs (2), (3), (4), (6), (7), (9) and (10).
(x) Limitation upon the liability of the Depositary

Face of Receipt - Paragraph (8);

Reverse of Receipt - Paragraphs (20) and (21).

(xi) Fees and charges which may be imposed directly or indirectly on holders of ADSs Face of Receipt - Paragraph (11).
Item 2. AVAILABLE INFORMATION Face of Receipt - Paragraph (14).

Teva Pharmaceutical Industries Limited is subject to the periodic reporting requirements of the United States Securities Exchange Act of 1934, as amended, and, accordingly, files certain reports with, and submits certain reports to, the U.S. Securities and Exchange Commission (the "Commission"). These reports can be retrieved from the Commission's internet website (www.sec.gov), and can be inspected and copied at the public reference facilities maintained by the Commission at 100 F Street, N.E., Washington D.C. 20549.

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PROSPECTUS

The Prospectus consists of the proposed form of American Depositary Receipt included as Exhibit A to the Form of Amendment No. 1 to the Second Amended and Restated Deposit Agreement, filed as Exhibit (a)(i) to this Post-Effective Amendment No. 1 to Registration Statement on Form F-6 and is incorporated herein by reference.

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PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 3. EXHIBITS

(a)(i) Form of Amendment No. 1 to Second Amended and Restated Deposit Agreement, by and among Teva Pharmaceutical Industries Limited (the "Company"), Citibank, N.A., as depositary (the "Depositary"), and all Holders and Beneficial Owners of American Depositary Shares issued thereunder. ___ Filed herewith as Exhibit (a)(i).

(a)(ii) Second Amended and Restated Deposit Agreement, dated as of December 4, 2018 (the "Deposit Agreement"), by and among the Company, the Depositary, and all Holders and Beneficial Owners of American Depositary Shares issued thereunder. ___ Previously filed as exhibit (a) to Registration Statement on Form F-6, Reg. No. 333-269640, filed on February 8, 2023, and incorporated herein by reference.

(b) Any other agreement to which the Depositary is a party relating to the issuance of the American Depositary Shares registered hereunder or the custody of the deposited securities represented thereby - None.

(c) Every material contract relating to the deposited securities between the Depositary and the issuer of the deposited securities in effect at any time within the last three years. ___ None.

(d) Opinion of counsel for the Depositary as to the legality of the securities to be registered. ___ None.

(e) Certificate under Rule 466. ___ None.

(f) Powers of Attorney for certain officers and directors and the authorized representative of the Company. ___ Set forth on the signature pages hereto.

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Item 4. UNDERTAKINGS
(a) The Depositary undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of ADSs, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.
(b) If the amount of fees charged is not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of an ADS thirty (30) days before any change in the fee schedule.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, Citibank, N.A., acting solely on behalf of the legal entity created by the Second Amended and Restated Deposit Agreement, dated as of December 4, 2018, by and among Teva Pharmaceutical Industries Limited, Citibank, N.A., as depositary, and all Holders and Beneficial Owners of American Depositary Shares issued thereunder, certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment No. 1 to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on the 29th day of July, 2026.

Legal entity created by the Second Amended and Restated Deposit Agreement, as amended, under which the American Depositary Shares registered thereunder are issued, each American Depositary Share representing the right to receive one (1) ordinary shares of Teva Pharmaceutical Industries Limited.

CITIBANK, N.A., solely in its capacity as Depositary

By: /s/ Thomas Wood
Name: Thomas Wood
Title: Attorney in Fact

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, Teva Pharmaceutical Industries Limited certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment No. 1 to Registration Statement on Form F-6 to be signed on its behalf by the undersigned thereunto duly authorized, in the city of Parsippany, New Jersey, United States, on July 29, 2026.

Teva Pharmaceutical Industries Limited

By: /s/ Eli Kalif
Name: Eli Kalif
Title: Executive Vice President, Chief Financial Officer

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POWERS OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints each of Eli Kalif, Amir Weiss and Brian Savage to act as his/her true and lawful attorney-in-fact and agent, with full power of substitution, for him/her and in his/her name, place and stead, in any and all such capacities, to sign any and all amendments, including post-effective amendments, and supplements to this Registration Statement, and to file the same, with all exhibits thereto and other documents in connection therewith, with the United States Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as s/he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his/her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to Registration Statement on Form F-6 has been signed by the following persons in the following capacities on July 29, 2026.

Signature Title
/s/ Richard D. Francis

President, Chief Executive Officer and Director

Richard D. Francis
/s/ Eli Kalif

Executive Vice President, Chief Financial Officer

Eli Kalif

/s/ Amir Weiss

Senior Vice President and Chief Accounting Officer

Amir Weiss

/s/ Dr. Sol J. Barer

Chairman of the Board of Directors

Dr. Sol J. Barer

/s/ Rosemary A. Crane

Director

Rosemary A. Crane

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/s/ Amir Elstein

Director

Amir Elstein

/s/ Chen Lichtenstein

Director

Chen Lichtenstein

/s/ Gerald M. Lieberman

Director

Gerald M. Lieberman

/s/ Roberto A. Mignone

Director

Roberto A. Mignone

/s/ Dr. Perry D. Nisen

Director

Dr. Perry D. Nisen

/s/ Prof. Ronit Satchi-Fainaro

Director

Prof. Ronit Satchi-Fainaro
/s/ Dr. Tal Zaks

Dr. Tal Zaks

Director

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SIGNATURE OF AUTHORIZED REPRESENTATIVE IN THE UNITED STATES

Pursuant to the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of Teva Pharmaceutical Industries Limited has signed this Post-Effective Amendment No. 1 to Registration Statement on Form F-6 in Parsippany, New Jersey, United States on July 29, 2026.

Authorized U.S. Representative

Teva Pharmaceuticals USA, Inc.

By: /s/ Brian Shanahan
Name: Brian Shanahan
Title: Authorized Representative in the United States

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Index to Exhibits

Exhibit Document

Sequentially

Numbered Page

(a)(i) Form of Amendment No. 1 to Second Amended and Restated Deposit Agreement

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Citibank NA published this content on July 29, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on July 29, 2026 at 20:16 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]