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~~May ~~2023~~2024

HOLD ME LTD.

(Exact name of Registrant as specified in its charter)

30 Golomb Street

Ness Zioyna, Israel 7401337

972-50-222-2755

(Address of principal executive offices)

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

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

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): ☐

~~Purchase~~The Board of Directors and majority of ~~Subsidiary~~the stockholders of the Company engaged Barzily & Co. (“Barzily”) as its independent registered public accounting firm.

~~Hold~~During the fiscal years Meended ~~Ltd.~~December 31, a2023, ~~company~~and ~~incorporated~~2022, inand the ~~State~~subsequent interim period through the date of ~~Israel~~this (report, neither the “Company~~”),~~ nor anyone on its behalf has ~~signed~~consulted anwith ~~agreement~~Barzily regarding either (a) the application of accounting principles to ~~purchase~~a ~~from~~specified ~~Yonatan Shachar~~transaction, aneither completed ~~Israeli~~or ~~citizen~~proposed, ~~100%~~or the type of ~~the~~audit ~~outstanding~~opinion ~~shares~~that ofmight ~~S.Y.~~be ~~Calimero~~rendered ~~Entrepreneurship~~on ~~Ltd~~the –Company’s anfinancial ~~Israeli~~statements, ~~company~~and ~~that~~neither ~~has~~ a written ~~basic~~report ~~(limited)~~was ~~non-banking~~provided ~~credit~~nor ~~license~~oral ~~allowing~~advice itwas provided to ~~provide~~the ~~credit~~Company inthat ~~Israel~~Barzily –concluded ~~for~~was ~~the~~an ~~total~~important ~~amount~~factor ofconsidered ~~NIS~~by ~~125,000 (approximately~~the ~~USD~~Company ~~32,900).~~in ~~The~~reaching ~~purchase~~a isdecision ~~subject~~as to athe ~~condition~~accounting, ~~that~~auditing ~~the~~or ~~controlling~~financial ~~shareholder~~reporting ofissue; ~~the~~or ~~Company,~~(b) ~~Menachem~~any ~~Shalom,~~matter ~~would~~that bewas ~~granted~~either the subject of a ~~permit~~disagreement to(as ~~control~~defined ~~the~~in ~~purchased~~paragraph ~~company.~~304(a)(1)(iv) ~~Such~~of ~~permit~~Regulation isS-K ~~needed~~and tothe berelated ~~granted~~instructions bythereto) ~~the~~or ~~Israeli~~a ~~Authority~~reportable ~~for~~event (as ~~Capital~~described ~~Markets,~~in ~~Insurance and~~paragraph ~~Savings~~304(a)(1)(v)) of Regulation S-K).

NIS 40,000 are to be transferred upon the execution of the agreement and the rest are to be transferred to an escrow account and to be released to the Seller once the condition is satisfied.

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, thereunto duly authorized.

	Hold Me Ltd.
May 09, 2024	Hold Me Ltd.
Date: August 28, 2023	By:	/s/ Menachem Shalom
	By:	/s/ Menachem Shalom
		Menachem Shalom Chief Executive Officer and Chief Financial Officer
	Name:	Menachem Shalom
	Title:	Chief Executive Officer and Chief Financial Officer (principal executive officer and principal financial and accounting officer)

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