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Teva Pharmaceutical Industries Ltd.

Proxy Solicitation & Information Statement Apr 13, 2022

7082_rns_2022-04-13_cf8dcf7b-0bec-486c-85bf-e56bbfcbaeae.pdf

Proxy Solicitation & Information Statement

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TEVA PHARMACEUTICAL INDUSTRIES LIMITED ("TEVA") 2022 ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 23, 2022

PROXY CARD

THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF TEVA

Teva's Board of Directors recommends that you vote FOR all proposals. If you execute and return this proxy card without indicating any directions with respect to any matter, this proxy card will be voted FOR all proposals.

Information in respect of the undersigned:

Shareholder name:
Number of identity card or passport
(country) or corporation number
(country):
Number of Teva ordinary shares being
voted:

The undersigned hereby constitutes and appoints each of DOV BERGWERK, DIKLA TADMOR and SHIRA ARAN-PORAT, acting individually, the true and lawful attorney, agent and proxy of the undersigned, with full power of substitution, to vote with respect to the number of shares set forth above, standing in the name of the undersigned at the close of trading on the Record Date, at the 2022 Annual General Meeting of Shareholders, and at any and all adjournments thereof, with all the power that the undersigned would possess if personally present and especially (but without limiting the general authorization and power hereby given) to vote as instructed on the reverse side.

In order to be counted, a duly executed proxy must be received by Teva by 4:00 p.m., Israel time, on June 19, 2022 (if not revoked prior to such time), unless determined otherwise by the chairman of the meeting, by submitting this proxy card to Teva's executive offices at 124 Dvora HaNevi'a Street, Tel Aviv, 6944020, Israel to the attention of the Company Secretary or by email to [email protected].

In order to be counted, in addition to this proxy card: (i) shareholders registered in Teva's shareholder register (Registered Holders) must also provide Teva with a copy of such Registered Holder's identity card, passport or certificate of incorporation, as the case may be; and (ii) a shareholder registered pursuant to Section 177(1) of the Israeli Companies Law, 5759-1999, through a nominee company (Non-Registered Holders) must also provide Teva with an ownership certificate confirming such Non-Registered Holder's ownership of Teva's ordinary shares on the Record Date, which certificate must be approved by a member of the Tel Aviv Stock Exchange, as required by the Israeli Companies Regulations (Proof of Share Ownership for Voting at a General Meeting), 5760- 2000. Non-Registered Holders may alternatively submit their votes through the electronic voting system of the Israeli Securities Authority at https//:votes.isa.gov.il.

This proxy card, when properly executed, will be voted in the manner directed herein by the undersigned. Any and all proxies heretofore given are hereby revoked.

(Continued and to be signed on the reverse side)

PLEASE COMPLETE, SIGN, DATE AND RETURN PROMPTLY

Please vote by marking "X" in the
correct box
Matter on the Agenda: For Against Abstain
1. ELECTION OF DIRECTORS:
(a)
Amir Elstein
(b)
Roberto
A. Mignone
(c)
Dr.
Perry
D. Nisen
(d)
Dr.
Tal Zaks
2. TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE
COMPENSATION FOR TEVA'S NAMED EXECUTIVE OFFICERS
3. TO APPROVE TEVA'S COMPENSATION POLICY WITH RESPECT TO
THE TERMS OF OFFICE AND EMPLOYMENT OF TEVA'S EXECUTIVE
OFFICERS AND DIRECTORS
Yes No
Regarding Proposal 3, please indicate whether or not you are a
"controlling shareholder" of Teva and whether or not you have a
personal benefit or other interest in this Proposal 3.
IMPORTANT NOTE: If you do not complete this section, or if you
indicate YES (i.e., that you are a controlling shareholder or that you
have a personal benefit or other interest in this Proposal 3), 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
these terms under 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 a personal benefit or other interest in Proposal
3.
For Against Abstain
4. TO APPROVE AMENDMENTS TO TEVA'S ARTICLES OF ASSOCIATION
5. TO APPOINT KESSELMAN
& KESSELMAN, A MEMBER OF
PRICEWATERHOUSECOOPERS INTERNATIONAL LTD., AS TEVA'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM UNTIL
TEVA'S 2023 ANNUAL MEETING OF SHAREHOLDERS

Signature Date

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