Teva Pharmaceutical Industries Ltd.

AGM Information • Apr 17, 2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐

Check the appropriate box:

☒ Definitive Additional Materials

☐ Soliciting Material under §240.14a-12

☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as ☐ Definitive Proxy Statement permitted by Rule 14a-6(e)(2))

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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☐ Fee computed on table below per Exchange Act Rules 14a-6(i) (1) and 0-11.

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• ☐ Fee paid previously with preliminary materials.
• ☐ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

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The following communication was sent to certain beneficial holders of its American Depositary Shares by or on behalf of Teva Pharmaceutical Industries Limited:

* ** Exercise Your Right to Vote *** Important Notice Reg arding the Availability of Proxy Materials for the Sh areholder Meeting to Be Held o n . Jun e 11 , 2019 TE VA PHARMACEUTICAL INDUST RIES LIMITE D Meeting Information Meeting Type: Annual Meeting For ho lders as of: April 15, 20 19 Date: Jun e 11 , 2019 Time: 9:00 AM LST Location : Teva executiv e offices 5 Basel Street Petach Tikv a 49 51033 Israel BROKER LOGO HERE Return Address Line 1 Return Address Line 2 Retu rn Address Line 3 5 1 MERCEDES WAY EDGEWOOD NY 1171 7 Investor Add ress L ine 1 Investor Add ress L ine 2 1 Investo r Ad dress Line 3 Investor Ad dress Line 4 15 12 OF In vestor Address Line 5 John Sample 2 1234 ANYWHERE ST REET ANY CITY, ON A1A 1A1 B A R C O D E Yo u are receiving this co mmunication b ecause you hold sh ares in the abo ve n amed company. This is not a ballot. You cannot u se this n otice to vo te these shares. T his communication presents only an overview of the more complete p ro xy materials that are av ailable to yo u on th e Internet. You may view th e prox y materials online at www.proxyv ote.com or easily request a paper cop y (see reverse side). We encourage yo u to access and review all o f the impo rtant information contained in the proxy materials before voting. See the reverse side of this notice to obtain p roxy materials and voting instructions. Broadridge Internal Use Only Job # Env elo pe # Sequence # # of # Sequence # 0 000419 125_1 R1.0.1 .18

Before You Vote -

How to Access the Proxy Materials

How To Vote

Please Choose One of the Following Voting Methods

Vote In Person: If you choose to vote these shares in person at the meeting you must request a "legal proxy." To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting materials for any special requirements for meeting attendance.

Vote By Internet: To vote now by Internet, go to www.proxyote.com, Have the information that is printed in the box marked by the arrow -> |xxxx xxxx xxxx xxxx | available and follow the instructions.

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.

Internal Use Only

• 0000419125_3 R1.0.1.18
• 44 Director Compensation: To Approve the Compensation to be Provided to Teva's Non-Employee Directors

have a personal benefit or other interest in proposal 3

• 48 Director Compensation: To Approve the Compensation to be Provided to
  Teva's Mon-Enecutive Chairman of the Boand
• 5 To Appoint Kesselman, a Nember of PricewaterhouseCoopers International Ltd., as Teva's Independent Registered Public Accounting
  Firm until Tevas 2020 Annual Reetling of Shareholders

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Voting items Continued	Reserved for Broadridge Internal Control Information
NOTE: In addition, shareholders will consider Teva's annual consolidated financial statements for the year ended December 31, 2018. Flease note: In order for your ADS votes to be counted, you must be an ABS holder as of May 2, 2019.
Voting Instructions

THIS SPACE RESERVED FOR LANGUAGE PERTAINING TO BANKS AND BROKERS AS REQUIRED BY THE NEW YORK STOCK EXCHANGE

0000419125_4 R1.0.1.18

Broadridge Internal Use Only

THIS SPACE RESERVED FOR SIGNATURES IF APPLICABLE

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The following communication was sent to certain registered holders of its American Depositary Shares by or on behalf of Teva Pharmaceutical Industries Limited:

		+
Teva Pharmaceutical		C 1234567890
Industries Limited ENDORSEMENT_LINE	000004 SACKPACK
ությունների մասնակցին կազմի միջին համայնքի արևմտական
MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5		Online Go to www.investorvote.com/teva or scan the OR code - login details are located in the shaded bar below.
ADD 6		Votes submitted electronically must be received by 10 a.m., Eastern Time, on June 7, 2019.

1234 5678 9012 345 Teva Pharmaceutical Industries Limited Shareholder Meeting Notice
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Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on June 11, 2019

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders' meeting are available on the instructions below to view the materials and vote online or request a copy. The items to be voted on of the annual meeting are on the reverse side. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important in the proxy materials before voting. The proxy statement and annual report to shareholders are available at:

www.investorvote.com/teva

Easy Online Access - View your proxy materials and vote.

• Step 1: Go to www.investorvote.com/teva.
• Step 2: Click on the icon on the right to view meeting materials.
• Step 3: Return to the investorvote.com window and follow the instructions on the screen to log in.
• Step 4: Make your selections as instructed on each screen for your delivery preferences.
• Step 5: Vote your shares.

When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.

Obtaining a copy of the Proxy Materials - If you want to receive a copy of the proxy materials, you must request one. There is no charge to you for requesting a copy. Please make your request as instructed on the reverse side on or before May 24, 2019 to facilitate timely delivery.

2 NOT

030000

Shareholder Meeting Notice

Teva Pharmaceutical Industries Limited's Annual Meeting of Shareholders will be held on June 11, 2019 at Teva's executive offices at 5 Basel Street, Petach Tikva, 4951033 Israel, at 9:00 a.m. (local time).

Proposals to be voted on at the meeting are listed below along with the Board of Director's recommendations.

Teva's Board of Directors recommends that you vote FOR all proposals:

• 1 Election of Directors
  • Amir Elstein a.
  • b. Roberto A. Mignone
  • C. Dr. Perry D. Nisen
• 1. To Approve, on a Non-Binding Advisory Basis, the Compensation for Teva's Named Executive Officers
• 1. To Ipprove an Amended Compensation Policy with respect to the Terns of Office and Employment of Teva's Executive Officers and Directors

Regarding proposal 3, please indicate when you you are a "controlling shareholder" of Teva and whether or not you have a personal benefit or other interest in this proposal.

IMPORTANT NOTE: if you do not complete this section, or if you indicate that you are a controlling shareholder or that you have a personal benefit or other interest in the proposal, your vote on proposal 3 will not be counted for purposes of the Disinterested Majority. See the Proxy Statement for more information, including the definitions of the Israeli Companies Law. Teva is not currently aware of any "controlling shareholder" as defined under the Israeli Companies Law, and believes that the vast majority of its shareholders should not have interest in proposal 3.

• 1. Director Compensation:
  2. a. To Approve the Compensation to be Provided to Teva's Non-Employee Directors
  3. b. To Approve the Compensation to be Provided to Teva's Non-Executive Chairman of the Board
• 1. To Appoint Kesselman, a Member of PricewaterhouseCoopers International Ltd., as Teva's Independent Registered Public Accounting Firm until Teva's 2020 Annual Meeting of Shareholders

In addition, shareholders will consider Teva's annual consolidated financial statements for the year ended December 31, 2018.

PLEASE NOTE - YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must go online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend the meeting, please bring this notice with you.

If you wish to vote at the shareholder meeting your Teva ADSs for cancellation and withdrawal of the corresponding Teva ordinary shares in time to be a shareholder of Teva as of May 2, 2019 (i.e. the record date for the shareholder meeting). Information on he Teva Pharmaceutical Industries Limited shareholder in the proxy statement available at www.investoryote.com/teva.

PLEASE NOTE - In order for your ADS votes to be counted, you must be an ADS holder as of May 2, 2019

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Here's how to order a copy of the proxy materials and select delivery preferences:

Current and future delivery requests can be submitted using the options below.

If you request an email copy, you will receive an email with a link to the current meeting materials.

PLEASE NOTE: You must use the number in the reverse side when requesting a copy of the proxy materials.

• Internet Go to www.investoryote.com/teva.
• Phone Call us free of charge at 1-866-641-4276.
• Email Send an email to investorvote@computershare.com with "Proxy Materials Teva Pharmaceutical Industries Limited" in the subject line. Include your full name and address, plus the number located bar on the reverse side, and state that you want a paper copy of the meeting materials.

To facilitate timely delivery, requests for a paper copy of proxy materials must be received by May 24, 2019.

The following communication was sent to certain holders of its ordinary shares by Teva Pharmaceutical Industries Limited:

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

2019 ANNUAL MEETING OF SHAREHOLDERS June 11, 2019 9:00 a.m. (Israel time) Teva's executive offices 5 Basel Street Petach Tikva, 4951033 Israel

Directions to the Teva Pharmaceutical Industries Limited 2019 Annual Meeting of Shareholders are available in the proxy statement which can be viewed at www.tevapharm.com/2019proxymaterials.

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on June 11, 2019.

Notice is hereby given that the 2019 Annual Meeting of Shareholders (the "meeting") of Teva Pharmaceutical Industries Limited ("Teva") will be held at 5 Basel Street, Petach Tikva, 4951033 Israel on June 11, 2019 at 9:00 a.m. (Israel time).

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. This is not a form for voting.

The Proxy Statement and Annual Report are available at www.tevapharm.com/2019proxymaterials.

If you want to receive a paper copy or an e-mail with links to the electronic materials, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before May 24, 2019 to facilitate timely delivery.

Matters intended to be acted upon at the meeting are listed below.

• 1. To appoint the following persons: Amir Elstein, Roberto A. Mignone and Dr. Perry D. Nisen to serve on the Board of Directors until our 2022 annual meeting of shareholders.
• 1. To approve, on a non-binding advisory basis, the compensation for Teva's named executive officers.
• 1. To approve an amended Compensation Policy with respect to the terms of office and employment of Teva's Executive Officers and Directors, substantially in the form attached as Appendix A to the Proxy Statement.
• 1. Director Compensation:
  2. (a) To approve the compensation to be provided to Teva's non-employee directors; and
  3. (b) To approve the compensation to be provided to Teva's non-executive Chairman of the Board.
• 1. To appoint Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., as Teva's independent registered public accounting firm until Teva's 2020 annual meeting of shareholders.

In addition, shareholders will consider Teva's annual consolidated financial statements for the year ended December 31, 2018.

The Board of Directors recommends that you vote FOR all proposals.

To request paper copies of the proxy materials, which include the proxy card, proxy statement and annual report, please contact us via:

• Internet/Mobile Access the Internet and go to www.tevapharm.com/InfoRequest. Follow the instructions to order copies.
• Telephone Call Investor Relations in the United States at +1 (215) 591-8912 or in Israel at +972 (3) 926-7516.
• Email Send us an email at TevaIR@tevapharm.com with "Teva Materials Request" in the subject line. The email must include:
  • Your preference to receive printed materials via mail -or- to receive an email with links to the electronic materials.
  • If you choose email delivery you must include the email address.
  • If you would like this election to apply to delivery of material for all future meetings, write the word "Permanent".

In order to ensure timely delivery, you must request the information no later than May 24, 2019.