0001095435 false --03-31 2022 Q3 6-K

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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2023

December 31, 2022

Commission File Number: 001-40086

Portage Biotech Inc.

(Translation of registrant’s name into English)

Clarence Thomas Building, P.O. Box 4649, Road Town, Tortola, British Virgin Islands, VG1110

(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 ☐

EXHIBITS

Exhibit No. |  | Exhibit
99.1 |  | Unaudited Condensed Consolidated Interim Financial Statements for the three and nine months ended December 31, 2022. Unaudited - Prepared by Management as of March 1, 2023.
99.2 |  | Management’s Discussion and Analysis for the three and nine months ended December 31, 2022.

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.

Date: March 1, 2023

PORTAGE BIOTECH INC.

By: | /s/ Allan Shaw |
| Allan Shaw |
| Chief Financial Officer |