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 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2013

Commission File Number 000-27974

CIMATRON LIMITED

(Translation of Registrant’s name into English)

11 Gush Etzion Street, Givat Shmuel 54030, Israel

(Address of Principal Executive Office)

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 x Form 40-F o

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): o

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): o

CONTENTS

On May 21, 2013, Cimatron Limited, or Cimatron, announced the pricing by certain of its shareholders of an underwritten, secondary public offering of 2,183,303 Cimatron ordinary shares held by them, with a 30-day over-allotment option for the underwriter to include in the offering up to an additional 327,494 ordinary shares to be sold by the shareholders, in each case at a price to the public per share of $6.25.

The press release describing the foregoing announcement is attached hereto as Exhibit 99.1.

The content of this Report of Foreign Private Issuer on Form 6-K (this “Report”), including the exhibit hereto, is hereby incorporated by reference in Cimatron’s registration statement on Form F-3, filed with the Securities and Exchange Commission, or the SEC, on September 8, 2009, SEC File Number 333-161781.

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.

CIMATRON LIMITED
By:	/s/ Ilan Erez
	Ilan Erez
	Chief Financial Officer

Dated: May 21, 2013

EXHIBIT INDEX

The following exhibit is furnished as part of this Form 6-K:

Exhibit No.	Description
99.1	Press release dated May 21, 2013 issued by Cimatron Limited.

EX-99.1

Exhibit 99.1

Cimatron Announces Pricing of Secondary Public Offering of Ordinary Shares

Tuesday, May 21, 2013 12:30:00 PM (GMT)

Givat Shmuel, Israel, May 21, 2013 - Cimatron Limited (NASDAQ: CIMT), a leading provider of integrated CAD/CAM software solutions for the toolmaking and manufacturing industries, today announced that certain of its shareholders have priced an underwritten public offering for an aggregate of 2,183,303 of its ordinary shares at a price to the public of $6.25 per share. The selling shareholders have also granted to the underwriter a 30-day option to purchase, at the same price per share as the underwriters will pay for the initial shares, an additional 327,494 ordinary shares to cover over-allotments in connection with the offering. Cimatron will not receive any proceeds from the sale of the ordinary shares by the selling shareholders.

The offering is expected to close on Friday, May 24, 2013, subject to customary closing conditions. Roth Capital Partners, LLC is acting as the sole manager for the offering.

The selling shareholders in the current offering had offered and sold Cimatron ordinary shares in an underwritten public offering in March 2013, with Roth Capital Partners, LLC having acted as the sole manager of that offering as well.

The shares being offered by the selling shareholders currently are being offered pursuant to a registration statement previously filed with and subsequently declared effective by the Securities and Exchange Commission. A preliminary prospectus supplement relating to the offering was filed with the SEC on May 20, 2013 and is available on the SEC's website at http://www.sec.gov. A final prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC's website at http://www.sec.gov. Copies of the prospectus supplement and accompanying base prospectus relating to this offering may be obtained, when available, from Roth Capital Partners, LLC, 888 San Clemente Drive, Newport Beach, CA 92660, 800-678-9147.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there by any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Cimatron

With 30 years of experience and more than 40,000 installations worldwide, Cimatron is a leading provider of integrated, CAD/CAM software solutions for mold, tool and die makers as well as manufacturers of discrete parts. Cimatron is committed to providing comprehensive, cost-effective solutions that streamline manufacturing cycles and ultimately shorten product delivery time.

The Cimatron product line includes the CimatronE and GibbsCAM brands with software solutions for mold design, die design, electrode design, 2.5 to 5 Axis milling, wire EDM, turn, Mill-turn, rotary milling, multi-task machining, and tombstone machining. Cimatron's subsidiaries and extensive distribution network serve and support customers in the automotive, aerospace, medical, consumer plastics, electronics, and other industries in over 40 countries worldwide.

Safe Harbor Statement

This press release includes forward looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, regarding the public offering and the anticipated closing and timing of the closing. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those anticipated.  Such statements relate to, among other things, the anticipated satisfaction of the conditions to closing of the offering, market conditions, and risks related to Cimatron’s plans, objectives and expected financial and operating results. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond Cimatron’s ability to control. For more details about the risks and uncertainties related to Cimatron’s business, refer to Cimatron’s filings with the Securities and Exchange Commission. Cimatron undertakes no obligation to publicly update or revise any forward looking statements, whether as a result of new information, future events or otherwise.

For More Information Contact:

Ilan Erez Chief Financial Officer Cimatron Ltd. Phone: +972 73 237 0114 Email: ilane@cimatron.com Investor Relations contact: Ehud Helft/Kenny Green CCG Investor Relations Tel: (US) 1 646 201 9246 Email: Cimatron@ccgisrael.com