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Palram Industries (1990) Ltd.

Related Party Transaction Aug 28, 2025

6972_rns_2025-08-28_1e1c56a2-dbdc-4d39-8b20-cc570700d030.pdf

Related Party Transaction

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PALRAM INDUSTRIES (1990) LTD

Registry Number: 520039843

To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T136 (Public) Sent via MAGNA: 28/08/2025 Reference: 2025-01-065128

Immediate Report on a Transaction with a Controlling Shareholder or Director Not Requiring General Meeting Approval

Regulation 37A(5) of the Securities Regulations (Periodic and Immediate Reports), 2006

Reference numbers of previous reports on the subject: _________, _________, _________.

    1. Hereby submitted is a report on the approval of a transaction in accordance with Regulation 1B of the Companies Regulations (Relief in Transactions with Interested Parties), 2000.
    1. Date of transaction approval by the Board of Directors: 28/08/2025.
    1. Summary of the main points of the transaction and the main reasons of the Board of Directors and Audit Committee for approving the transaction:

The company is honored to announce that on August 21 and 28, 2025, the Audit Committee (in its capacity as the Compensation Committee) and the Board of Directors of the company, respectively, in accordance with the provisions of Regulations 1B and 1B1 of the Companies Regulations (Relief in Transactions with Interested Parties), 2000, approved the company's entry into a directors and officers liability insurance policy (including directors who are controlling shareholders or their relatives), as they may be from time to time, serving in the company and its subsidiaries, for a period of 18 months, starting from 29.8.2025, with liability limits of up to 30 million US dollars per case and per period, in exchange for a premium for the 18-month period in the amount of 161,547 US dollars, for the following reasons:

a. Entering into a directors and officers liability insurance policy (including directors who are controlling shareholders or their relatives) is customary in public companies in Israel.

b. Entering into a directors and officers liability insurance policy (including directors who are controlling shareholders or their relatives) is for the benefit of the company, as it enables the directors and officers of the company to properly fulfill their roles, considering the risks involved and the legal responsibilities imposed on them.

c. The coverage amounts were determined according to the company's management's assessment of the risks to which the directors and officers are exposed, as is customary, considering the nature of the company, its business type, and scope of operations.

d. The proposed insurance policy is consistent with the framework conditions set in the company's compensation policy.

e. The insurance policy terms applicable to the controlling shareholders of the company, their relatives and/or their representatives serving as directors in the company, are identical to the insurance terms applicable to the other directors and officers of the company who are not controlling shareholders.

f. The premium for the policy was determined after negotiations between the company and the insurer, in consultation with the company's insurance advisors, and is at market terms. The cost of the policy is not material to the company.

  1. Main points of the Government Companies Authority's opinion and the main points of the decision of the Ministerial Committee for Privatization, or details of the alternative under which the exemption was granted:

Explanation: To be filled if this is an exceptional transaction of a public company controlled by the government.

  1. Attached file: _________

Details of the authorized signatories on behalf of the corporation:

Name Position
1 Shay
Michael
CEO
2 Eran
Goldman
CFO

Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these regulations must be signed by those authorized to sign on behalf of the corporation. Staff position on the matter can be found on the Authority's website: Click here

Reference numbers of previous documents on the subject (the mention does not constitute inclusion by reference):

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

Short name: PALRAM

Address: Kibbutz Ramat Yohanan, D.N. Kfar Maccabi 30035 Phone: 04-8459900, Fax: 04-8444012

Email: [email protected]

Previous names of the reporting entity: Platov-Palram Ltd.

Name of electronic reporter: Molcho Sarit Position: External Legal Advisor Employer company name: S. Friedman, Avramzon & Co., Attorneys and Notaries

Address: 146 Menachem Begin Road, Tel Aviv 6492103 Phone: 03-6931931, Fax: 03-6931930 Email: [email protected]

Form structure update date: 06/08/2024

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