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Form 8-K

sec.gov

8-K — Mobileye Global Inc.

Accession: 0001104659-26-086061

Filed: 2026-07-23

Period: 2026-07-18

CIK: 0001910139

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2621099d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2621099d1_ex99-1.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):

July 23, 2026 (July 18, 2026)

Mobileye Global Inc.

(Exact Name of the Registrant as Specified in Charter)

Delaware

001-41541

88-0666433

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

c/o Mobileye B.V.

Har Hotzvim, 1 Shlomo Momo HaLevi Street

Jerusalem, Israel

(Address of Principal Executive Offices)

9777015

(Zip Code)

Registrant’s telephone number, including

area code: +972-2-541-7333

Not Applicable

(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:

¨ Written communications pursuant

to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to

Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications

pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications

pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading Symbol(s)

Name

of exchange on which registered

Class A common stock, $0.01 par value

MBLY

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities

Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging

growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any

new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of

Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On July 18, 2026, Prof. Amnon Shashua, President and Chief Executive

Officer of Mobileye Global Inc. (the “Company”) informed the Company’s Board of Directors (the “Board”)

of his intention to step down as President and Chief Executive Officer upon the appointment of his successor. The Board has initiated

a search process.

Upon the effectiveness of his resignation as President and Chief Executive

Officer, the Board has offered to Prof. Shashua the role of Chair of the Board. Prof. Shashua’s decision to resign as President

and Chief Executive Officer was not due to any disagreement with the Board on any matter related to the Company’s operations, policies

or practices. At the time of this report, the Company has not entered into any modifications to its existing compensation arrangements

with Prof. Shashua in connection with the announcement described above. Prof. Shashua currently intends to remain a member of the Board.

Item 7.01 Regulation FD Disclosure.

On July 23, 2026, the Company issued a press release announcing Prof.

Shashua’s intention to resign as President and CEO of the Company upon the appointment of his successor. A copy of such press release

is attached hereto as Exhibit 99.1 and incorporated by reference herein. The information in Item 7.01 of this Current Report on Form 8-K

is furnished and shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Item 9.01.   Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Press release issued by Mobileye Global Inc. on July 23, 2026

104

Cover Page Interactive Data File (embedded within the inline XBRL document)

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 hereunto duly authorized.

MOBILEYE GLOBAL INC.

By:

/s/

Moran Shemesh Rojansky

Name:

Moran Shemesh Rojansky

Title:

Chief Financial Officer

Date: July 23, 2026

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2621099d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Mobileye Announces Planned Leadership Transition

• Founder Prof. Amnon Shashua informed the board of his intention to step down as CEO after 27 years of building Mobileye into

a global technology leader

• Board will conduct a comprehensive CEO search process to name a successor

• Board offers Shashua the role of Chairman following appointment of new CEO

JERUSALEM, July 23,

2026 — Mobileye Global Inc. (Nasdaq: MBLY), a leading

global provider of autonomous driving and advanced driver assistance technologies, announced today its founder, Prof. Amnon Shashua, has

informed the Board of Directors of his intention to step down as Chief Executive Officer upon the appointment of a successor. Mobileye’s

Board of Directors will hire an executive search firm and will conduct a comprehensive process to select a new CEO. Prof. Shashua will

remain a director of the company, and the Board has offered Prof. Shashua the role of Chairman once a new CEO has been appointed.

Founded in 1999, Mobileye launched a revolution in automotive safety

by applying computer vision technology to driving on a global scale, enabling vehicles to better protect occupants and ushering in the

era of autonomous and automated driving. Its technology has been deployed in more than 250 million vehicles across more than 1,400 vehicle

models around the world, shaping a safer future of mobility through advanced technologies that help drivers avoid collisions and enhance

road safety every day. More recently, the company has expanded into humanoid robotics as it aims to define the future of Physical AI.

“On behalf of the Board, I want to express our deep appreciation

to Amnon for his extraordinary leadership as Mobileye’s founder and CEO,” said Safroadu Yeboah-Amankwah, Chairman of Mobileye’s

Board of Directors. “A true technology leader and innovator, Amnon has helped shape not just Mobileye but has also played a defining

role in the evolution of the modern driver-assistance and autonomous-driving industry. He’s one of the great technologists in the

areas of ADAS, AI, and robotics and has kept us on the technological edge. We are grateful for Amnon’s continued commitment to the

company as we ensure a seamless transition.”

Yeboah-Amankwah continued, “We are confident in Mobileye’s

strategy, leadership team, technology platform, customer relationships, and long-term opportunities. As we take the next step in succession

planning, we are focused on selecting the right leader who will help us deliver our next phase of growth.”

“For nearly three decades, Mobileye has been my life’s

work,” said Prof. Shashua. “As the company continues to grow and mature, I believe this is the right moment to establish

the leadership structure that will be best suited for Mobileye’s next chapter. I remain deeply committed to Mobileye’s success

and am excited about the opportunities ahead, particularly in advanced AI, autonomous systems, and humanoid robotics. I look forward to

supporting the Board and leadership team throughout the transition process and continuing to contribute to the areas where I can have

the greatest long-term impact.”

We at Intel thank Amnon for his leadership, dedication and commitment to building Mobileye into an industry leader,” said David Zinsner,

Intel’s Executive Vice President and Chief Financial Officer. “We continue to be bullish on Mobileye and its trajectory

and look forward to working with the new CEO and leadership team on the next chapter in Mobileye's success story.”

The

Board emphasized that this planned transition reflects the next stage in Mobileye’s evolution as a global technology leader and

is intended to ensure continuity of leadership, strategy, and execution while positioning the company for continued growth. Following

the appointment of a new CEO, Prof. Shashua has been offered to serve as Chairman of the Board, focusing primarily on long-term technology

trends and innovation opportunities, including advancing the company’s

humanoid robotics business.

Prof. Shashua has been instrumental in guiding the company through

key milestones, including overseeing its successful initial public offering, claiming the title in 2014 of the largest Israeli IPO ever,

and helping facilitate the sale of the company to Intel in 2017. The company was relisted in an IPO in 2022 and is approximately 77% beneficially

owned by Intel. Mobileye has taken its proven experience in building, scaling, and deploying intelligent systems to new frontiers and

is well-positioned to continue doing so in the future.

Prof.

Shashua is a world-renowned technologist and entrepreneur, widely recognized for advancing the field of machine learning and

computer vision, with transformative applications in autonomous driving, robotics, large language models and beyond. He has

distinguished himself as a highly respected academic, holding the Sachs Chair in Computer Science at the Hebrew University of

Jerusalem since 2007. His work has earned broad international recognition, including election to the U.S. National Academy of

Engineering (2026), inclusion in the TIME100 AI list of the world’s most influential people in artificial intelligence (2025), the

Israel Prize for Lifetime Achievement (2023), the Automotive Hall of Fame’s Mobility Innovator Award (2022), and the Dan

David Prize in Artificial Intelligence (2020).

Contacts

Media

Contact: Alexis Blais, alexis.blais@mobileye.com

Investor Contact: Dan Galves, investors@mobileye.com

About Mobileye

Mobileye (Nasdaq: MBLY) leads the mobility revolution with our autonomous

driving and driver-assistance technologies, harnessing world-renowned expertise in artificial intelligence, computer vision and integrated

software and hardware. Since our founding in 1999, Mobileye has enabled the global adoption of advanced driver-assistance systems that

save countless lives and reduce crashes, while pioneering groundbreaking technologies such as REM™ crowdsourced road intelligence, Imaging

Radar and Compound AI. These technologies drive the ADAS and AV fields towards the future of mobility – enabling self-driving vehicles

and mobility solutions at scale, and powering industry-leading ADAS products. To date, more than 250 million vehicles worldwide have

been built with Mobileye’s EyeQ technology inside, and in 2026 Mobileye acquired Mentee Robotics to pursue the future of physical

AI and humanoid robots. Since 2022, Mobileye has been listed independently from Intel (Nasdaq: INTC), which retains majority

ownership. For more information, visit https://www.mobileye.com

Mobileye's name, product names, product marks and logos are trademarks

or registered trademarks of Mobileye Vision Technologies Limited. Other names and brands are the property of their respective owners.

Forward-Looking Statements

This

press release contains forward-looking statements. Statements in this release that are not statements of historical fact are forward-looking

statements and should be evaluated as such. These statements often include words such as “anticipate,” “expect,”

“suggests,” “plan,” “believe,” “intend,” “estimates,” “targets,”

“projects,” “should,” “could,” “would,” “may,” “will,” “forecast,”

or the negative of these terms, and other similar expressions, although not all forward-looking statements contain these words. We base

these forward-looking statements or projections, including Mobileye’s full-year guidance, on our current expectations, plans and

assumptions that we have made in light of our experience in the industry, as well as our perceptions of historical trends, current conditions,

expected future developments and other factors we believe are appropriate under the circumstances and at such time. You should understand

that these statements are not guarantees of performance or results. The forward-looking statements and projections are subject to and

involve risks, uncertainties and assumptions and you should not place undue reliance on these forward-looking statements or projections.

Although we believe that these forward-looking statements and projections are based on reasonable assumptions at the time they are made,

you should be aware that many factors could affect our actual financial results or results of operations and could cause actual results

to differ materially from those expressed in the forward-looking statements and projections. Detailed information regarding these and

other factors that could affect Mobileye’s business and results is included in Mobileye’s SEC filings, including the company’s

Annual Report on Form 10-K for the year ended December 27, 2025, particularly in the section entitled “Item 1A. Risk

Factors”. Copies of these filings may be obtained by visiting our Investor Relations website at ir.mobileye.com or the SEC’s

website at www.sec.gov.

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