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Migdal Insur.

AGM Information • Oct 23, 2025

6927_rns_2025-10-23_d928199b-3a88-41b1-af12-ebac3525bdf3.pdf

AGM Information

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MIGDAL INSURANCE & FINANCIAL HOLDINGS LTD.

MIGDAL INSURANCE & FINANCIAL HOLDINGS LTD.

Registry Number: 520029984

To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T049 (Public)

Transmitted via MAGNA: 23/10/2025 Proof: 2025-01-079234

Immediate Report on Meeting Results

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 Offering of Securities in a Listed Company), 2000

Explanation: This form is used to report all types of meetings. Clarification: This form must be completed for each type of security for which a notice of meeting (T-460) was published.

1. Meeting Reference Number: 2025-01-070031

Security number on the stock exchange that entitled the holder to participate in the meeting: 1081165

Name on the stock exchange of the entitled security: MIGDAL INSURANCE & FINANCIAL HOLDINGS LTD. 0.01 NIS

At the annual meeting held on 22/10/2025, for which a notice was published in form with proof number 2025-01-070031, the topics and decisions on the agenda were as follows:

Explanation: The topics must be listed in the order they appeared in the last T460 form published in connection with the meeting.

No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
1 1 Summary
of
the
topic:
Discussion
of
the
company's
financial
audited
statements
and
the
Board
of
Directors'
report
on
the
affairs
company's
for
the
year
ended
December
31,
2024.
Type
of
majority
required
for
approval:
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Declaration:
No
field
suitable
for
classification
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
approve
the
company's
financial
audited
statements
and
the
Board
of
Directors'
report
for
the
year
ended
December
31,
2024.		 For
reporting
only
2 2 Summary
of
the
topic:
Reappointment
of
the
serving
director
(not
an
external
director)
Mr.
Shlomo
Eliahu
(the
controlling
shareholder
of
the
company).
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Appointment
or
dismissal
of
a
director
as
per
sections
59
and
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
230
of
the
Companies
Law
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
the
serving
director
(not
an
external
director)
Mr.
Shlomo
Eliahu		 Approve
3 3 Summary
of
the
topic:
Reappointment
of
the
serving
director
(not
an
external
director)
Prof.
Roni
Gamzu.
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
Companies
Law
(except
sections
275
and
320(w)):
Appointment
or
dismissal
of
a
director
as
per
sections
59
and
230
of
the
Companies
Law
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
the
serving
director
(not
an
external
director)
Prof.
Roni
Gamzu.		 Approve
4 4 Summary
of
the
topic:
Reappointment
of
the
serving
director
(not
an
external
director)
Dr.
Gabriel
Ficker.
Type
of
majority
required
for
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Appointment
or
dismissal
of
a
director
as
per
sections
59
and
230
of
the
Companies
Law
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
the
serving
director
(not
an
external
director)
Dr.
Gabriel
Ficker.		 Approve
5 5 Summary
of
the
topic:
Reappointment
of
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
the
serving
director
(not
an
external
director)
Mr.
Carmi
Gillon.
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Appointment
or
dismissal
of
a
director
as
per
sections
59
and
230
of
the
Companies
Law
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/		 To
reappoint
the
serving
director		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
subject
for
vote:
 (not
an
external
director)
Mr.
Carmi
Gillon.
6 6 Summary
of
the
topic:
Reappointment
of
the
serving
director
(not
an
external
director)
Mr.
Avraham
Dotan.
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Appointment
or
dismissal
of
a
director
as
per
sections
59
and
230
of
the
Companies
Law
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
the
serving
director
(not
an
external
director)
Mr.
Avraham
Dotan.		 Approve
7 7 Summary
of
the
topic:
Reappointment
of
the
(independent)
serving
director
(not
an
external
director)
Mr.
Ron
Tor.
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Appointment
or
dismissal
of
a
director
as
per
sections
59
and
230
of
the
Companies
Law
Is
this
a
transaction
with
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
the
(independent)
serving
director
(not
an
external
director)
Mr.
Ron
Tor.		 Approve
8 8 Summary
of
the
topic:
Reappointment
of
Prof.
Roni
Gamzu
as
Chairman
of
the
Board
of
Directors.
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Declaration:
No
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
field
suitable
for
classification
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
Prof.
Roni
Gamzu
as
Chairman
of
the
Board
of
Directors.		 Approve
9 9 Summary
of
the
topic:
Reappointment
of
firm
the
accounting
Somekh
Chaikin
(KPMG)
and
the
firm
accounting
Kost
Forer
Gabbay
&
Kasierer
(EY)
as
the
joint
auditors
of
the
company
until
the
end
of
the
next
annual
general
meeting,
in
accordance
with
the
law.
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
according
to
sections
of
the
Companies
Law
(except
sections
275
and
320(w)):
Declaration:
No
field
suitable
for
classification
Is
this
a
transaction
with
a
controlling
shareholder:
No
Transaction
between
the
company
and
its
controlling
shareholder
as
per
sections
275
and
320(w)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
vote:
 To
reappoint
Somekh
Chaikin
(KPMG)
and
Kost
Forer
Gabbay
&
Kasierer
(EY)
as
the
joint
auditors
of
the
company
until
the
end
of
the
next
annual		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
of
the
Topic		 Summary
of
the
Decision		 Meeting
Decision
general
meeting,
in
accordance
with
the
law.

Details of votes on decisions where the required majority is not a regular majority:

(Here follows a detailed table of voting results, which is mostly blank in the source, so not translated for brevity.)

3. Details of institutional, interested, or senior officeholder voters at the meeting:

TXT file structure

Note: Further details can be found in the notice to corporations here. The responsibility for the accuracy and completeness of the details according to the law lies solely with the reporting corporation.

The "Vote Results Processing" tool can be downloaded from the Authority's website: here

4. This report is submitted following the detailed report(s) below:

Report Publication
Date		 Proof
Number
Original 17/09/2025 2025-01-070031

Details of the authorized signatories on behalf of the corporation:

No. Name
of
Signatory		 Position
1 Adv.
Sarit
Perlmutter-Sugarman		 Corporate
Secretary

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. The staff's position on the matter can be found on the Authority's website: Click here.

Previous document proof numbers 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: MIGDAL INSURANCE & FINANCIAL HOLDINGS LTD.

Address: 4 Efal St., Petah Tikva 4951229

Phone: 076-8868962, 076-8868959

Fax: 03-9238988

Email: [email protected] Company website: www.migdal.co.il

Previous names of the reporting entity: MIGDAL INSURANCE HOLDINGS LTD.

Electronic signatory name: Noam Heuzlich

Position: Chief Legal Counsel

Employer company name: Migdal Insurance Company Ltd.

Address: 4 Efal St., Petah Tikva 4951229

Phone: 076-8868101

Email: [email protected]

Form structure update date: 06/08/2024

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