UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 12, 2017

Protalix BioTherapeutics, Inc.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code +972-4-988-9488

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Item 5.07. Submission of Matters to a Vote of Security Holders

The 2017 Annual Meeting of Stockholders of Protalix BioTherapeutics, Inc. (the “Company”) was held on April 12, 2017.

Set forth below, with respect to each such matter, are the number of votes cast for or against or withheld, as applicable, the number of abstentions and the number of broker non-votes.

(1)       Election of Directors

(2)       Approval, on a non-binding, advisory basis, the compensation of the Company’s named executive officers

(3)       Approval, in accordance with Section 713(a) of the NYSE MKT Company Guide, the potential issuance of shares representing in excess of 19.9% of the Company’s pre-transaction total shares of common stock outstanding that may result from the conversion of, or payment of accrued interest on, the Company’s outstanding Convertible Notes

(4)       Approval of an amendment to the Company’s Certificate of Incorporation, as amended, to increase the number of shares of the Company’s common stock, par value $0.001 per share, authorized for issuance from 250,000,000 to 300,000,000

(5)       Ratification of the appointment of Kesselman & Kesselman

Item 8.01. Other Events

Reference is made to Item 5.07. As a result of the approval by the Company’s stockholders of proposal 3 described above, for purposes of the Company’s 7.5% convertible notes, April 12, 2017 is the Capped Combination Settlement Release Date as described in the Indenture dated as of December 7, 2016, between the Company, the guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and Wilmington Savings Fund Society, FSB, as collateral agent.

SIGNATURES

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 hereunto duly authorized.