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( Mark One ) ☑ ☐ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Form 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-38079 UROGEN PHARMA LTD . ( Exact name of registrant as specified in its charter ) Israel ( State or other jurisdiction of incorporation or organization ) 400 Alexander Park , Princeton , NJ ( Address of principal executive offices ) Registrant's telephone number , including area code : ( 646 ) 768-9780 Securities registered pursuant to Section 12 ( b ) of the Act : 98-1460746 ( I.R.S. Employer Identification Number ) 08540 ( Zip Code ) Title of each class Ordinary Shares , par value NIS 0.01 per share Trading Symbol URGN Securities registered pursuant to Section 12 ( g ) of the Act : None Name of exchange on which registered The Nasdaq Stock Market LLC Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes No Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes No □ Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of “ large accelerated filer , ” “ accelerated filer ” , “ smaller reporting company ” and “ emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer ☐ ✓ Accelerated filer Smaller reporting company 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 . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . ☐ Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes □ No The aggregate market value of the ordinary shares held by non - affiliates of the registrant as of June 30 , 2020 totaled approximately $ 525.4 million based on the closing price for the registrant's ordinary shares on that day as reported by the Nasdaq Stock Market LLC . Such value excludes ordinary shares held by executive officers , directors and certain entities affiliated with directors as of June 30 , 2020 . As of February 26 , 2021 , there were 22,272,848 of the registrant's ordinary shares outstanding . Document Description DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the registrant's fiscal year ended December 31 , 2020 are incorporated by reference into Part III of this report . 10 - K Part III