SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of September 2020

Commission File No.:001-35773

REDHILL BIOPHARMA LTD.

(Translation of registrant's name into English)

21 Ha'arba'a Street, Tel Aviv, 6473921, Israel

(Address of principal executive offices)

Indicate by check mark whether the registrant

files or will file annual reports under cover 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): ____

Attached hereto and incorporated herein by reference is the notice

and proxy statement for the extraordinary general meeting of shareholders of the Company scheduled for October 26, 2020.

This Form 6-K is incorporated by reference into the Company's Registration

Statements on Form S-8 filed with the Securities and Exchange Commission on May 2, 2013 (Registration No. 333-188286), on October

29, 2015 (Registration No. 333-207654), on July 25, 2017 (Registration No. 333-219441), on May 23, 2018 (Registration No. 333-225122)

and on July 24, 2019 (File No. 333-232776) and its Registration Statements on Form F-3 filed with the Securities and Exchange Commission

on February 25, 2016 (Registration No. 333-209702), on July 23, 2018 (File No. 333-226278) and on July 24, 2019 (File No. 333-232777).

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.

REDHILL BIOPHARMA LTD.

NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

To Be Held on October 26, 2020

The Extraordinary General Meeting of Shareholders

of RedHill Biopharma Ltd. (the "Company"), will be held at the offices of the Company, 21 Ha'arba'a Street, 16th

Floor, Tel-Aviv, Israel, on October 26, 2020, at 3:00 p.m. Israel time, or at any adjournments thereof (the "General Meeting"),

for the following purposes:

The Company is currently unaware of any other

matters that may be raised at the General Meeting. Should any other matters be properly raised at the General Meeting, the persons

designated as proxies shall vote according to their own judgment on those matters.

Only holders of record of ordinary shares, par

value NIS 0.01 per share (the "Ordinary Shares"), and holders of record of ADSs, evidenced by American Depositary Receipts

issued by The Bank of New York Mellon at the close of business on September 22, 2020 shall be entitled to receive notice of and

to vote at the General Meeting.

The Board of Directors recommends that you vote

FOR the proposals, as specified on the enclosed form of proxy.

Whether or not you plan to attend the General

Meeting, it is important that your ADSs or ordinary shares be represented. Accordingly, you are kindly requested to complete, date,

sign and mail the enclosed proxy in the envelope provided at your earliest convenience so that it will be received no later than

four hours prior to the General Meeting. Execution of a proxy will not in any way affect a shareholder's right to attend

the General Meeting and vote in person, and any person giving a proxy has the right to revoke it at any time before it is exercised.

who hold Ordinary Shares through members of the Tel-Aviv Stock Exchange and intend to vote their Ordinary Shares either in person

or by proxy must deliver to the Company, no later than October 26, 2020, at 11:00 a.m. Israel time, an ownership certificate confirming

their ownership of the Ordinary Shares on September 22, 2020 (the "Record Date"), which certificate must be approved

by a recognized financial institution, as required by the Israeli Companies Regulations (Proof of Ownership of Shares for Voting

at General Meeting) of 2000, as amended.

holders should return their proxies by the date set forth on their form of proxy.

Shareholders wishing to express their position

on an agenda item for this General Meeting may do so by submitting a written statement ("Position Statement") to the

Company's offices, c/o Mr. Micha Ben Chorin, at 21 Ha'arba'a Street, Tel-Aviv, 6473921 Israel, by no later than October 18,

2020. Any Position Statement received, that is in accordance with the guidelines set by the Companies Law, will be furnished to

the U.S. Securities and Exchange Commission (the "Commission") on Form 6-K, and will be made available to the public

on the Commission's website at http://www.sec.gov.

If within half an hour from the time

appointed for the General Meeting a quorum is not present, the General Meeting shall be adjourned to the next business day following

the day of the scheduled General Meeting, at the same time and place, or at another day, time and place prescribed by the Board

of Directors in a notification to the shareholders.

This Notice and the documents mentioned therein,

as well as the proposed resolutions on the agenda, can be viewed at the Company's registered office on 21 Ha'arba'a Street, Tel-Aviv,

Tel: +972 3 541 3131, Sunday through Thursday between 10:00-15:00, and also will be made available to the public on the Commission's

website at http://www.sec.gov.

REDHILL BIOPHARMA LTD.

FOR EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

To Be Held on October 26, 2020

This Proxy Statement is furnished to the

holders of ordinary shares, par value NIS 0.01 per share (the "Ordinary Shares"), and to holders of American

Depository Shares ("ADSs"), evidenced by American Depositary Receipts issued by The Bank of New York Mellon

("BNY Mellon"), of RedHill Biopharma Ltd. (the "Company" or "RedHill") in connection with

the solicitation by the board of directors of the Company (the "Board of Directors" or the "Board")

of proxies for use at the Extraordinary General Meeting of Shareholders (the "General Meeting"), to be held on

Monday, October 26, 2020, at 3:00 p.m. Israel time at the offices of the Company, 21 Ha'arba'a Street, 16th Floor,

Tel-Aviv, Israel, or at any adjournments thereof.

It is proposed at the General Meeting to adopt the following proposals or

to consider the following items:

The Company is currently unaware of any other

matters that may be raised at the General Meeting. Should any other matters be properly raised at the General Meeting, the persons

designated as proxies shall vote according to their own judgment on those matters.

Shareholders may present proposals for consideration

at the General Meeting by submitting their proposals to the Company no later than Sunday, October 18, 2020 in accordance with applicable

Shareholders Entitled to Vote

Only holders of ADSs and Ordinary Shares

of record at the close of business on September 22, 2020 (the "Record Date"), shall be entitled to receive notice of

and to vote at the General Meeting. At the close of business on September 21, 2020, the Company had outstanding 374,086,048 Ordinary

Shares (represented by 37,408,604 ADSs), each of which is entitled to one vote on each of the matters to be presented at the General

A form of proxy card for use at the General

Meeting is attached to this Proxy Statement and has been sent to the holders of ADSs together with a prepaid return envelope for

the proxy. By executing the proxy card and appointing "proxies", holders of ADSs and Ordinary Shares may vote at the

General Meeting, whether or not they attend.

ADS holders should return their proxies

in the enclosed form to BNY Mellon by the date set forth on the proxy card. If a properly executed proxy is received by the BNY

Mellon by the date set forth on the proxy card, all of the Ordinary Shares represented by the proxy shall be voted as indicated

Shareholders who hold ordinary shares