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Property & Building Corporation Ltd.

Notice of Dividend Amount Nov 10, 2025

7001_rns_2025-11-10_463c6f51-2075-4823-8cff-a4004debdaa8.pdf

Notice of Dividend Amount

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PROPERTY AND BUILDING CORP. LTD

Immediate report of cash dividend distribution for securities

According to Regulation 37(a) of the Securities Regulations (Periodic and Immediate Reports), 1970

  1. We hereby report that on the date 10/11/2025 it was decided to pay a dividend.

  2. The record date (ex-date): 21/11/2025

  3. Payment date: 02/12/2025

  4. Dividend Payment Details of Securities

Eligible
Security
Number
Security Name Dividend Amount
per Security
Dividend
Amount
Currency
Payment
Currency
Representative Exchange
Rate Payment Date
Individual
Tax %
Corporate
Tax %
699017 Ordinary shares
of 1 NIS par value
27.0736192 NIS NIS 25 0
    1. Total amount of the dividend to be paid: 200,000,000 NIS
    1. The remaining profits of the corporation as defined in Section 302 of the Companies Law, 5759-1999 after this distribution, amount to: 1,667,000,000 NIS
    1. Dividend Approval Process:

Decision of the Board of Directors dated November 10, 2025. For details regarding the Board's reasoning, see section 10 of this report below.

The aforementioned distribution was not approved by a court pursuant to Section 303 of the Companies Law.
The final dividend amount per share is subject to changes due to
The final dividend amount per share may be updated up to two trading days before the record date.

8. Withholding Tax Rates (for TASE members):

8a. Structure of sources for distributed dividends by an Israeli resident company (shares and financial instruments, excluding REIT):

Source % of Dividend Individuals Companies Foreign Residents
Income subject to corporate tax (1) 100 25% 0% 25%
Income originating overseas (2) 0 25% 23% 25%
Approved/Privileged enterprise income (3) 0 15% 15% 15%
Irish privileged enterprise income (to 2013) (4) 0 15% 15% 4%
Irish privileged enterprise income (from 2014) (5) 0 20% 20% 4%
Preferred income 0 20% 0% 20%
Approved agricultural/tourism enterprise (6) 0 20% 20% 20%
Approved/privileged enterprise waiving notice (7) 0 15% 0% 15%
Distribution classified as capital gain 0 25% 23% 0%
Participation unit 0 0 0 0
Other 0 0 0 0

Explanations:

    1. Income subject to corporate tax income from profit/dividend arising directly or indirectly from another corporation subject to corporate tax, generated in Israel.
    1. Income originating overseas income generated abroad not taxed in Israel.
    1. Includes income from a privileged tourism enterprise if its election/operation year was until 2013.
    1. Irish privileged enterprise elected until 2013.
    1. Irish privileged enterprise elected starting 2014 onwards.
    1. Includes privileged tourism enterprise whose election/operation year is from 2014 onwards.
    1. Approved/privileged enterprise that delivered a waiver notice until 30/06/2015, after corporate tax was withheld.

8b. Dividend distributed by a foreign resident company:

Individuals Companies Foreign residents
Dividend by foreign company 25% 23% 0%

8c. Dividend distributed by a Real Estate Investment Trust (REIT):

% of
Dividend
Individuals
(1)
Companies Foreign
Companies
Exempt Trust
Fund
Pension
Fund (2)
Capital gain, appreciation, and
depreciation (3)
25% 23% 23% 0% 0%
Other taxable income (e.g., rent) 47% 23% 23% 23% 0%
Income from residential property 20% 20% 20% 0% 0%
Income taxed at REIT level (4) 25% 0% 25% 0% 0%
Extraordinary income 70% 70% 70% 60% 70%
Other
Weighted tax withholding % 100%

Explanations:

    1. Individuals including taxable mutual funds, and foreign resident individuals.
    1. Provident fund for pension, compensation, etc. as defined by the Income Tax Ordinance, and foreign pension/mutual fund from a reciprocating state.
    1. From real estate appreciation or capital gain, except from short-term real estate sales, and from depreciation expense income.
    1. Dividends distributed from income taxed at the fund level according to Section 64a4(e).

9. Number of the corporation's dormant securities not entitled to dividend and for which a waiver letter must be provided: 0

10. The effect of the dividend distribution on convertible securities:

The dividend distribution affects the convertible securities as follows:

Security Name Security
Number
Comments
PBC warrant
8/22
1188762 Exercise price of all unexercised warrants will be reduced by the gross dividend amount
per share.
PBC warrant
8/23
1200237 Exercise price of all unexercised warrants will be reduced by the gross dividend amount
per share.
  1. Recommendations and resolutions of the directors regarding the dividend distribution (per Regulation 37(a)(1) of the Securities Regulations (Periodic and Immediate Reports), 1970):

    1. The company's Board reviewed the company's compliance with the distribution tests in Section 302 of the Companies Law, as detailed below: 1.1. Regarding the profit test, the Board approved the dividend distribution based on the company's distributable earnings balance, totaling approximately NIS 1,867 million. The post-distribution distributable earnings will be approximately NIS 1,667 million. 1.2. Regarding the solvency test, the Board reviewed and considered:
  2. Based on the company's reviewed financial statements as of September 30, 2025, and explanations provided by the company's management regarding distributable earnings, liquidity balances, company debt, market value of investments, expected cash flows, scheduled debt repayments, financial ratios, and sensitivity analyses (including extreme cases).
  3. Based on the above, the Board believes there is no reasonable concern that the distribution will prevent the company from meeting its existing and expected obligations when due. 1.3. The company complies with the financial covenants in its trust deeds and financing agreements, and the distribution will not breach any such covenants. 1.4. In the Board's assessment, the dividend distribution will not adversely affect the company's financial position, capital structure, liquidity, leverage, compliance with requirements or its ability to continue operating as currently. The company has the ability to realize assets and raise funds as needed.

This outlook is forward-looking as defined by the Securities Law, 1968. The company's estimates, based on analyses of forecasted cash flows and commitments, may not be realized, or may be realized differently, as they depend on external factors beyond the company's control or with limited influence, including risk factors stated in Section 24, Part A of the company's periodic report as of December 31, 2024 (published February 13, 2025, ref: 2025-01-010736), or due to changes in market conditions related to activities of held companies.

Authorized Signatories:

# Name Position
1 Baruch Yitzhak Other (CEO & CFO)

Securities of the corporation are listed on the Tel Aviv Stock Exchange.

Short name: PBC

Address: ToHA Tower, Yigal Alon 114, Tel Aviv 6744320

Phone: 03-5672777, 03-5672783

Fax: 03-5672776

Email: [email protected] Website: www.pbc.co.il

Contact for this report:

Yitzhak Baruch, CEO Email: [email protected]

Yigal Alon 114, Tel Aviv 6744320

Phone: 03-5672770

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