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The Phoenix Holdings Ltd.

Regulatory Filings Nov 3, 2025

6983_rns_2025-11-02_c1167c60-b8a9-4b0d-b239-75865071516d.htm

Regulatory Filings

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Re: Approval of D&O Liability Insurance Policy for the Company and its Subsidiaries false

������ ������� ��"� 1 818
PHOENIX FINANCIAL LTD
Corporation no: 520017450 14969
- - -
Israel Securities Authority Tel Aviv Stock Exchange �150 ( Public ) Reported via MAGNA: 02/11/2025
www.isa.gov.il www.tase.co.il Reference: 2025-01-082936 Time of broadcast: 22:59 22:59

English language report to Israeli corporateThis form is for reports that has been translated to English (convenience translation) and should be published alongside with the report in Hebrew in accordance with the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970.

References of previous reports relating to this matter:   _________   _________   _________

Re: Approval of D&O Liability Insurance Policy for the Company and its Subsidiaries The Company announces on the decision of the Compensation Committee dated October 30, 2025, regarding the approval of the Company�s engagement in a Directors and Officers Liability Insurance Policy for the Company and its subsidiaries, for an annual insurance period commencing on November 3, 2025, in accordance with Regulation 1B1 of the Companies Regulations (Facilitating Transactions with Stakeholders), 5760-2000 ("Facilitation Regulations"). The main terms of the engagement are as follows: 1.The limit of liability coverage is USD 200 million per claim and in aggregate for the annual insurance period, with the addition of reasonable legal costs, which are beyond the aforesaid limit of liability for claims in Israel. 2.The deductible payable by the Company is USD 250,000 per claim, and in civil claims against the Company under Israeli Securities Law and claims filed in the United States and Canada, the deductible is USD 500,000 per claim. 3.The annual premium for the coverage and the amount of the deductibles are in accordance with market conditions. They are determined based on the offers received by the Company from insurers. The main reasons for the Compensation Committee's approval of the granting of the insurance liability policy, as stated above, are as follows: 1.Purchasing a liability insurance policy for directors and officers is common among public companies in Israel. It is essential to enable the Company�s directors and officers to act freely in the best interest of the Company, while minimizing their personal exposure. 2.The terms of the liability insurance policy for directors and officers, including the scope of insurance coverage, were and shall be agreed upon based on the Company�s assessment, following consultation with its insurance advisor, as part of comprehensive negotiations regarding all directors and officers in the Company, considering the scope of the Company�s activities and business, and are identical for all directors and officers in the Company. 3.The engagement is on market terms and is not expected to materially affect the Company�s profitability, assets, or liabilities. 4.The liability insurance policy complies with the Companies Law, 5759-1999 ("Companies Law"), the Securities Law, 5728-1968, and the Company�s Articles of Association, and the limit of liability is in accordance with the Company�s Compensation Policy approved by the General Meeting of the Company�s shareholders pursuant to Section 267A(a) of the Companies Law. Accordingly, the Compensation Committee confirmed that the conditions of Regulation 1B1 of the Facilitation Regulations are met and that the engagement as stated above does not require the approval of the Company�s General Meeting of shareholders.

Attached hereto is a report on Re: Approval of D&O Liability Insurance Policy for the Company and its Subsidiaries

_________

Reference to parallel Hebrew report: 2025-01-082277
This report was not reported in Hebrew.

Details of the authorized signatories to sign on behalf of the corporation:

Name of the signer Corporate Role
1 Elad Sirkis Secretary

_________

Note: According to Rule 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these Regulations will be signed by the authorized persons to sign on behalf of the corporation. For the ISA staff notice Click here .2 2

Note that the attached report is a convenience translation only and the parallel Hebrew immediate report which was published is the binding report.
References of previous documents relating to this matter(the reference does not constitute incorporation by reference):
- - -
Stock Exchange/Market: ������ Date of revision of form structure: 06/08/2024
Address: ��� ����� 53 , ������� 53454   , Tel: 03-7332997 , 03-7338174 Fax: 03-7238855
E-mail address: [email protected]
Previous names of reporting entity: ������ ������ ��"�, ������ ������� ���� ����� ��"�
Name of the Signatory: ������ ���� Position of Signatory in the reporting corporation: Name of Employer Company: ������ ���� ������ ��"�
Address: ��� ����� 53 , ������� 5345433 Telephone: 074-7315656 Facsimile: 03-7238855 E-mail: [email protected] 1

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