Arbe Robotics Ltd. — Director's Dealing 2024

Jun 4, 2024

Control Persons and Principal Stockholders

Holders of our ordinary shares are entitled to vote together as a single class on all matters submitted to shareholders for approval. No holder of ordinary shares has different voting rights from any other holders of ordinary shares. We are not aware of any arrangement that may, at a subsequent date, result in a change of control of our company.

The following table sets forth information regarding the beneficial ownership of ordinary shares on March 1, 2024, by:

• each person known by us to be the beneficial owner of more than 5% of the outstanding ordinary shares;
• each of our directors, chief executive officer, chief financial officer and other members of Senior Management; and
• all of our Senior Management and directors as a group.

Unless otherwise indicated, the Company believe that all persons named in the table below have sole voting and investment power with respect to all shares beneficially owned by them. Except as otherwise noted herein, the number and percentage of ordinary shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and the information is not necessarily indicative of beneficial ownership for any other purpose. Under such rule, beneficial ownership includes any ordinary shares as to which the holder has sole or shared voting power or investment power and also any ordinary shares which the holder has the right to acquire within 60 days of March 1, 2024 through the exercise of any option, warrant, convertible security or other right.

As of March 1, 2024, there were 78,221,557 ordinary shares outstanding.

	Number of Ordinary Shares Beneficially
Name and Address of Beneficial Owner(1)	Owned	Percentage
Directors and Senior Management:
Kobi Marenko(2)	3,929,072	5.01%
Noam Arkind(3)	3,026,003	3.86%
Karine Pinto-Flomenboim(4)	188,027	*
Ehud Levy(5)	9,049,762	11.57%
Yair Shamir(6)	7,334,262	9.37%
Boaz Schwartz(7)	373,276	*
E. Scott Crist(8)	3,620,546	4.5%
Thilo Koslowski(9)	59,999	*
Alexander Hitzinger(10)	118,109	*
Prof. Yonina Elde(9)r	6,666	*
All directors and Senior Management as a group	28,790,998	34.95%
Five Percent Holders:
Canaan Partners Israel (CPI) (Cayman) L.P.(11)	9,049,762	11.57%
AWM Investment Company, Inc. (12)	7,713,175	9.86%
CEL Catalyst Mobility Ltd. and Catalyst IV Fund L.P (13)	7,334,262	9.37%
iAngels Technologies LP – Series Arbe Robotics Ltd. Advanced Investment(14)	4,981,089	6.37%

* Less than 1%

(1) Unless otherwise noted, the address for each named beneficial owner who is a director or senior management is c/o Arbe Robotics Ltd., HaHashmonaim St. 107, Tel Aviv-Yafo, Israel.

(2)Consists of 2,849,482 ordinary shares held directly by Mr. Marenko, 177,076 ordinary shares subject to options and 902,514 ordinary shares held by Inter — Development of Content in Internet Company Ltd. ("Inter"), which is owned by Mr. Marenko, who has the right to vote and dispose of shares owned by Inter.

(3) Consists of 2,849,482 ordinary shares held directly by Mr. Arkind and 176,521 ordinary shares subject to options.

(4) Consists of ordinary shares subject to options and restricted stock units.

(5) Consists of (i) 9,036,429 ordinary shares identified in footnote (10) below, and (ii) 13,333 ordinary shares subject to options granted to Mr. Levy. Mr. Levy is affiliated with Canaan Partners Israel (CPI) (Cayman) L.P and may be deemed to have beneficial ownership with respect to these shares. Mr. Levy disclaims beneficial interest in the shares owned by Canaan Partners except to the extent of his pecuniary interest therein.

(6) Consists of (i) 7,320,929 ordinary shares identified in footnote (12) below, and (ii) 13,333 ordinary shares subject to options granted to Mr. Shamir. Mr. Shamir is affiliated with CEL Catalyst Mobility Ltd. but disclaims any beneficial ownership of the reported shares except to the extent of any pecuniary interest such member may have therein, directly or indirectly.

(7) Consist of: (i) 298,619 ordinary shares held by Geneva Insurance Group (Barbados) Inc. in respect of Separate Account 2020-418-VUL (the "Account"), which account is held for the benefit of a trust (the "Master Trust"), of which Mr. Schwartz, alongside others, is an indirect beneficiary, and (ii) 74,657 ordinary shares subject to options. Accordingly, Mr. Schwarz may be deemed to have an indirect beneficial ownership interest with respect to the shares. Furthermore, Mr. Schwartz is one of three members of the Investment Committee of the Master Trust, which holds the Account. The Investment Committee operates by majority, and Mr. Schwartz does not have any independent control of the Investment Committee and may only act with the vote of one or more of the other members of the Investment Committee.

(8) Consists of (i) 964,182 ordinary shares owned by Mr. Crist, (ii) 340,000 ordinary shares held by Texas Ventures Mgmt, LLC ("Texas Ventures"), (iii) 2,303,031 ordinary shares issuable upon exercise of private warrants owned by Mr. Crist and (iv) 13,333 ordinary shares subject to options granted to Mr. Crist. Mr. Crist is chief executive officer and majority owner of Texas Ventures and has the right to vote and dispose of securities held by Texas Ventures. Mr. Crist disclaims any beneficial ownership of the shares held by Texas Ventures other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

(9) Consist of ordinary shares subject to options.

(10) Consists of (i) 64,777 ordinary shares and (ii) 53,332 ordinary shares subject to options.

(11) Canaan Partners Israel (CPI) GP L.P. ("CPI General Partner") is the general partner of Canaan Partners Israel (CPI) (Cayman) L.P. CPI General Partner has the power todirect Canaan Partners Israel (CPI) (Cayman) L.P. to vote and dispose of the shares by decision of its managing partner Mr. Ehud Levy. The business address of the foregoing person is c/o Canaan Partners Israel (CPI) (Cayman) L.P, 12/11 Rav Ashi St. Tel Aviv, Israel.

(12) Consists of: (i) 3,727,920 shares held by Special Situations Fund III QP, L.P. (ii) 1,118,789 shares held by Special Situations Cayman Fund, L.P. (iii) 688,178 shares held by Special Situations Private Equity Fund, L.P. (iv) 337,741 shares held by Special Situations Technology Fund, L.P. and (v) 1,840,547 shares held by Special situations Technology Fund II, L.P. AWM Investment Company, Inc., a Delaware corporation ("AWM"), is the investment adviser to Special Situations Cayman Fund, L.P., a Cayman Islands Limited Partnership ("SSF CAYMAN"), Special Situations Fund III QP, L.P., a Delaware limited partnership ("SSFQP"), Special Situations Private Equity Fund, L.P., a Delaware limited partnership ("SSPE"), Special Situations Technology Fund, L.P., a Delaware limited partnership ("SSF TECH") and Special situations Technology Fund II, L.P., a Delaware limited partnership ("SSF TECH II"). Mr. David M. Greenhouse ("Greenhouse") and Mr. Adam C. Stettner ("Stettner") are limited partners of MGP Advisers Limited Partnership, a Delaware limited partnership, the general partner of SSFQP. Greenhouse and Stettner are members of, SSCayman ,L.L.C., a Delaware limited liability company, the general partner of SSF CAYMAN, MG Advisers, L.L.C., a New York limited liability company, the general partner of SSPE and SST Advisers, L.L.C., a Delaware limited liability company, the general partner of SSF TECH and SSF TECH II. Greenhouse and Stettner are also the controlling principals of AWM and have the power to direct, vote and dispose of the shares The business address for AMW is c/o Special Situations Funds, 527 Madison Avenue, Suite 2600, New York, NY 10022.

(13) Consists of: (i) 5,423,493 ordinary shares issued to CEL Catalyst Mobility Ltd. (ii) 1,897,436 ordinary shares issued to CATALYST IV FUND L.P. and (iii) 13,333 ordinary shares subject to options granted to Mr. Shamir. CEL Catalyst Mobility Ltd. is held by CEL Catalyst China Israel Fund L.P and Catalyst CEL Fund L.P. The directors of CEL Catalyst Mobility Ltd. are Yair Shamir and Shengyan Fan who have the power to direct it to vote and dispose of the shares and each such director has shared voting and investment power over the shares. Each director disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest such member may have therein, directly or indirectly. The business address of each of the foregoing persons is c/o Catalyst Investment (Israel) III Ltd., 28 Haarbaa St., Tel Aviv 6473925, Israel.

(14) Consists of shares held by iAngels Technologies LP — Series Arbe Robotics Ltd. Advanced Investment. iAngels Crowd Ltd. ("iAngels General Partner") is the general partner of iAngels Technologies LP — Series Arbe Robotics Ltd. Advanced Investment. iAngels General Partner has the power to direct iAngels Technologies LP — Series Arbe Robotics Ltd. Advanced Investment to vote and dispose of the shares by decision of its Investment Committee. The Investment Committee is comprised of Mrs. Mor Assia, Mrs. Shelly Hod Moyal and Mr. David Assia, and each member of the Investment Committee has shared voting and investment power over the shares. Each member of the Investment Committee disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest such member may have therein, directly or indirectly. The business address of each of the foregoing persons is c/o iAngels Technologies LP — Series Arbe Robotics Ltd. Advanced Investment, 18 Rotschild St., Tel Aviv, Israel.