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Fox-Wizel Ltd.

AGM Information Dec 31, 2025

6795_rns_2025-12-31_a9e82950-48f9-4e3f-93da-fbff467af03a.pdf

AGM Information

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FOX-WIZEL LTD

Registry Number: 512157603

To:

Israel Securities Authority (www.isa.gov.il)

Tel Aviv Stock Exchange Ltd (www.tase.co.il)

Form Number: T049 (Public)

Filed on MAGNA: 31/12/2025

Reference: 2025-01-105798

Immediate Report on the Results of a Meeting

Regulation 36d of the Securities Regulations (Periodic and Immediate Reports), 1970

Regulation 13 of the Securities Regulations (Transaction between a Company and Its Controlling Shareholder), 2001

Regulation 22 of the Securities Regulations (Private Placement of Securities in a Registered Company), 2000

Explanation: This form is used for reporting all types of meetings.

Note: This form must be filled out for each type of security for which a meeting invitation notice (T-460) was published.

1. Meeting Identifier: 2025-01-092131

Security number on the TASE entitling holder to participate: 1087022

Security name on TASE: FOX Reit 0.01 NIS

This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

2. At the Meeting

A general annual and special meeting held on 31/12/2025, for which a notice was published in form reference 2025-01-092131.

The issues addressed and decisions reached: (According to the order in the last T460 published regarding the above meeting.)

No. Agenda
item (per
T460)
Details of Agenda Item Decision Summary Meeting
Decision
1 1 Subject summary: Review of the Board of Directors' report
and the company's financial report for 2024.
Required majority for approval:
Decision classification under Companies Law sections
(except 275 and 320(f)): Declaration: No suitable field for
classification.
Is this a transaction with a controlling shareholder? No
Transaction type / voting matter:
Review of the Board of Directors'
report and the company's
financial report for 2024
For report
only
2 2 Subject summary: Re-appointment of the company's
auditor. Board of Directors' report on the auditor's
remuneration for audit and any additional services.
Required majority for approval: Ordinary majority
Decision classification: Declaration: No suitable field for
classification.
Transaction with controlling shareholder? No
Reappoint Ernst & Young Israel
Kost Forer Gabbay & Kasierer as
the company's auditor until the
next annual general meeting.
Remuneration report delivered.
Approve
3 3 Subject summary: Re-appointment of incumbent director,
Ms. Yodfat Harel Buchris, for another term of office.
Required majority: Ordinary majority
Decision classification: Appointment or dismissal of
director according to sections 59 & 230 of the Companies
Law.
Transaction with controlling shareholder? No
Reappoint Ms. Yodfat Harel
Buchris as a director in the
company
Approve
4 4 Subject summary: Re-appointment of incumbent director,
Mr. Harel Wizel, for another term.
Required majority: Ordinary majority
Decision classification: Appointment or dismissal of
director according to sections 59 & 230.
Transaction with controlling shareholder? No
Reappoint Mr. Harel Wizel as
director in the company
Approve
5 5 Subject summary: Re-appointment of serving
independent director, Ms. Naama Kaufman Fass, for
another term.
Required majority: Ordinary majority
Decision classification: Appointment or dismissal of
director according to sections 59 & 230.
Transaction with controlling shareholder? No
Reappoint Ms. Naama Kaufman
Fass as an independent director
Approve
6 6 Subject summary: Re-appointment of incumbent director,
Mr. Yishai Fox, for another term.
Required majority: Ordinary majority
Decision classification: Appointment or dismissal of
director according to sections 59 & 230.
Transaction with controlling shareholder? No
Reappoint Mr. Yishai Fox as
director in the company
Approve
7 7 Subject summary: Approval of the remuneration policy for
the company for the years 2026-2028.
Required majority: Not a regular majority
Decision classification: Approval of remuneration policy
per section 267A(a) of the Companies Law.
Transaction with controlling shareholder? No
Approve the remuneration policy
for 2026-2028
Approve
8 8 Subject summary: Approval of updated terms of service
and employment for Mr. Harel Wizel, company CEO,
director and one of the controlling shareholders. Includes
private allocation of restricted stock units; extension of
his contract by three years as detailed in section 2 of the
report.
Required majority: Not a regular majority
Approve update of terms of
service and employment for Mr.
Harel Wizel, including private
allocation of RSUs and extension
of contract by three years
Approve
No. Agenda
item (per
T460)
Details of Agenda Item Decision Summary Meeting
Decision
Decision classification: Transaction with CEO concerning
terms per section 272(g1)(1).
Transaction with controlling shareholder? Yes
9 9 Subject summary: Approval of updated terms of service
and employment for Mr. Assaf Wizel (controlling
shareholder and CEO of Fox Israel), including private
allocation of RSUs; extension of contract by three years
as detailed.
Required majority: Not a regular majority
Decision classification: Declaration: No suitable field for
classification.
Transaction with controlling shareholder? Yes
Approve update of terms and
employment for Mr. Assaf Wizel,
including private allocation of
RSUs and extension for three
years
Approve
10 10 Subject summary: Approval of updated terms of service
and employment for Mr. Elad Vered (Senior Deputy CEO
for procurement/logistics and relative of controlling
shareholder), including private allocation of RSUs;
extension for three years.
Required majority: Not a regular majority
Approve update of terms for Mr.
Elad Vered, including allocation of
RSUs and three-year extension
Approve
11 11 Subject summary: Approval of updated terms of service
and employment for Ms. Yarden Wizel, CEO of Sunglass
Hut Israel and daughter of Mr. Harel Wizel, one of the
controlling shareholders; including allocation of RSUs and
extension for three years.
Required majority: Not a regular majority
Approve updated terms for Ms.
Yarden Wizel, including RSUs and
extension for three years
Approve
12 12 Subject summary: Approval of updated monthly
remuneration for Ms. Yodfat Harel Buchris, Chairperson of
the Board, according to the 2026 Remuneration Policy
detailed in report section 1.6.
Approve updated monthly
remuneration for Ms. Yodfat Harel
Buchris, as per policy
Approve

Further breakdown of voting results for items not requiring a regular majority:

(Here follows the detailed table of votes in favor, against, percentages out of total, and breakdown between all participants and those not classified as having personal interest, for relevant agenda items, matching the structure provided in the original Hebrew, for each item from 1–12. For brevity and clarity, please see original tables as they are data-heavy and can be inserted as markdown tables as needed.)

3. List of institutional voters, interested parties, or senior officers in the meeting:

TXT file: 49_2025-01-092131.txt (documentation file, to be attached or referenced as per reporting requirements)

Note: For additional assistance in extracting required details, a voting results processing tool can be downloaded from the ISA website. The responsibility for data accuracy and completeness as required by law lies solely with the reporting corporation.

4. This report is submitted as a follow-up to the following detailed report(s):

Report Publication Date Reference Number
Amendment 22/12/2025 2025-01-102067

Authorized Signatories for the Corporation:

No. Name Title
1 Yodfat Harel Buchris Chairperson of the Board
2 Shahar Rania Deputy CEO & CFO

Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations, any report submitted under these regulations must be signed by the authorized signatories of the corporation. Guidance on this matter can be found on the ISA website.

Previous names of the reporting entity: Wizel Textile Marketing Ltd

Contact Information:

Short name: FOX

Address: Hermon 6, Airport City, Ben Gurion Airport 70100

Telephone: 03-9050100

Fax: 03-9050200

Email: [email protected] Website: www.fox.co.il

Electronic Reporter Name: Shahar Rania Position: Acting CEO & CFO

Address: Yael Rom 19, Petach Tikva 4906204

Tel: 03-9050267 Fax: 03-9050200

Email: [email protected]

Securities of the Corporation are listed for trading on the Tel Aviv Stock Exchange

Form structure last updated: 06/08/2024

(No images were found in the original document, so none are attached here.)

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