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Bank Leumi Le-Israel B.M.

Share Issue/Capital Change Sep 16, 2025

6889_rns_2025-09-16_f1178c5d-0a2d-48d2-be79-014f0d2a8232.pdf

Share Issue/Capital Change

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BANK LEUMI LE- ISRAEL B.M.

BANK LEUMI LE- ISRAEL B.M.

Registration Number: 520018078

To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T087 (Public) Sent via MAGNA: 16/09/2025 Israel Securities Authority Email: www.isa.gov.il Tel Aviv Stock Exchange Email: www.tase.co.il Reference: 2025-01-069776

Capital Structure, Grant of Rights to Purchase Shares, and Registers of the Corporation's Securities and Changes Therein

Regulation 31E of the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 31(a) of the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 31(b1) of the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 32 of the Securities Regulations (Periodic and Immediate Reports), 1970

Nature of the Change:

Exercise of employee and officer (who are not directors or the CEO) options.

Explanation: Briefly describe the nature of the change.

Reference Numbers of Previous Reports on the Subject:

2022-01-103780, _________, _________.

1. The Corporation's Securities Position After the Change:

Name
and
Type
of
Security
Security
Number
on
TASE
Quantity
in
Registered
Capital
Issued
and
Paid-Up
Capital
Quantity
Registered
in
the
Name
of
the
Registration
Company
BANK
LEUMI
LE
ISRAEL
B.M.
604611 3,215,000,000 Last
Report:
1,616,239,196
Current:
1,616,252,730
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
179
6040372 0 Last
Report:
1,520,948,000
Current:
1,520,948,000
BANK
LEUMI
LE
ISRAEL
B.M.
Deferred
Commitment
402
6040398 0 Last
Report:
209,100,000
Current:
209,100,000
BANK
LEUMI
LE
ISRAEL
B.M.
\$
2031
RM
6040489 0 Last
Report:
750,000,000
Current:
750,000,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
182
6040539 0 Last
Report:
3,137,255,000
Current:
3,137,255,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
183
6040547 0 Last
Report:
4,287,851,000
Current:
4,287,851,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
184
6040604 0 Last
Report:
2,170,917,000
Current:
2,170,917,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
185
1201821 0 Last
Report:
2,554,413,600
Current:
2,554,413,600
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
186
1201839 0 Last
Report:
3,568,016,000
Current:
3,568,016,000
BANK
LEUMI
LE
ISRAEL
B.M.
Deferred
6040620 0 Last
Report:
1,403,900,000
Current:
1,403,900,000
Name
and
Type
of
Security
Security
Number
on
TASE
Quantity
in
Registered
Capital
Issued
and
Paid-Up
Capital
Quantity
Registered
in
the
Name
of
the
Registration
Company
Commitment
405
BANK
LEUMI
LE
ISRAEL
B.M.
2027\$BC
RM
6040687 0 Last
Report:
500,000,000
Current:
500,000,000
BANK
LEUMI
LE
ISRAEL
B.M.
Warrant
8/22
1189158 0 Last
Report:
3,316,771
Current:
3,287,642
BANK
LEUMI
LE
ISRAEL
B.M.
\$
2033
RM
6040679 0 Last
Report:
500,000,000
Current:
500,000,000
BANK
LEUMI
LE
ISRAEL
B.M.
Commercial
7
1216415 0 Last
Report:
1,501,140,000
Current:
1,501,140,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
1
RM
1198639 0 Last
Report:
113,566,500
Current:
113,566,500
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
2
RM
1205897 0 Last
Report:
631,263,438
Current:
631,263,438
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
3
RM
1215029 0 Last
Report:
1,277,590,511
Current:
1,277,590,511
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
4
RM
1221928 0 Last
Report:
1,551,494,925
Current:
1,551,494,925
BANK
LEUMI
LE
ISRAEL
B.M.
Deferred
Commitment
406
1216423 0 Last
Report:
1,535,042,000
Current:
1,535,042,000
Name
and
Type
of
Security
Security
Number
on
TASE
Quantity
in
Registered
Capital
Issued
and
Paid-Up
Capital
Quantity
Registered
in
the
Name
of
the
Registration
Company
BANK
LEUMI
LE
ISRAEL
B.M.
Commercial
8
1220177 0 Last
Report:
1,748,276,000
Current:
1,748,276,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
187
1228659 0 Last
Report:
1,868,513,000
Current:
1,868,513,000
BANK
LEUMI
LE
ISRAEL
B.M.
Bond
188
1228667 0 Last
Report:
1,836,321,000
Current:
1,836,321,000
BANK
LEUMI
LE
ISRAEL
B.M.
Commercial
9
1228675 0 Last
Report:
1,473,822,000
Current:
1,473,822,000

Explanation: All securities of the company must be detailed, including securities not listed for trading.

2. The Corporation Announces That:

From date: 14/09/2025 to date: 16/09/2025

A change occurred in the quantity and in the register of holders of the corporation's securities (including rights to purchase shares) as a result of: Description of the nature of the change: Exercise of employee and officer (who are not directors or the CEO) options.

Explanation: Describe all details of the transaction or action that caused the change in the corporation's securities.

Details of the Change:

    1. Name of registered holder affected by the change: A.B.I. Equity Compensation and Trusts (2004) Ltd. Type of identification number: Number in the Israeli Companies Register Identification number: 513540070 Nature of the change: Exercise of options Date of change: 14/09/2025 Executed via TASE clearing house: No Type and name of security affected: BANK LEUMI LE- ISRAEL B.M. Warrant 8/22 Security number on TASE: 1189158 Holder's balance in the security in the last report: 3,316,771 Holder's balance in the security after the change: 3,305,062 Total quantity of securities increased/decreased: 11,709 Is this a grant of rights to purchase shares: No Total consideration for allocated securities: _________ TASE number of the share resulting from the exercise: _________ Number of shares resulting from full exercise/conversion: _________ Total additional consideration from full exercise/conversion: _________ Period during which the security can be exercised: _________ From date: _________ to date: _________ Allocated securities will be registered for trading: _________ The allocation of these securities is further to: _________ published on: _________ and reference number: _________ [ ] The security has been fully paid and the consideration has been fully received. [ ] The security has been fully paid, but the consideration has not been fully received. [ ] Issued for ATM program. [ ] Other: _________
    1. Name of registered holder affected by the change: A.B.I. Equity Compensation and Trusts (2004) Ltd. Type of identification number: Number in the Israeli Companies Register Identification number: 513540070 Nature of the change: Exercise of options Date of change: 15/09/2025 Executed via TASE clearing house: No Type and name of security affected: BANK LEUMI LE- ISRAEL B.M. Warrant 8/22 Security number on TASE: 1189158 Holder's balance in the security in the last report: 3,305,062 Holder's balance in the security after the change: 3,287,642 Total quantity of securities increased/decreased: 17,420 Is this a grant of rights to purchase shares: No Total consideration for allocated securities: _________ TASE number of the share resulting from the exercise: _________ Number of shares resulting from full exercise/conversion: _________ Total additional consideration from full exercise/conversion: _________ Period during which the security can be exercised: _________ From date: _________ to date: _________ Allocated securities will be registered for trading: _________ The allocation of these securities is further to: _________ published on: _________ and reference number: _________ [ ] The security has been fully paid and the consideration has been fully received. [ ] The security has been fully paid, but the consideration has not been fully received. [ ] Issued for ATM program. [ ] Other: _________
    1. Name of registered holder affected by the change: The Registration Company of BANK LEUMI LE- ISRAEL B.M. Type of identification number: Number in the Israeli Companies Register Identification number: 510098064 Nature of the change: Exercise of options Date of change: 16/09/2025 Executed via TASE clearing house: Yes Type and name of security affected: BANK LEUMI LE- ISRAEL B.M. Security number on TASE: 604611 Holder's balance in the security in the last report: 1,616,229,607 Holder's balance in the

security after the change: 1,616,243,141 Total quantity of securities increased/decreased: 13,534 Is this a grant of rights to purchase shares: No Total consideration for allocated securities: _________ TASE number of the share resulting from the exercise: _________ Number of shares resulting from full exercise/conversion: _________ Total additional consideration from full exercise/conversion: _________ Period during which the security can be exercised: _________ From date: _________ to date: _________ Allocated securities will be registered for trading: _________ The allocation of these securities is further to: _________ published on: _________ and reference number: _________ [ ] The security has been fully paid and the consideration has been fully received. [ ] The security has been fully paid, but the consideration has not been fully received. [ ] Issued for ATM program. [ ] Other: _________

Explanations:

    1. If the change affects more than one security, the effect of the change must be detailed in a separate line for each security.
    1. Date of change all changes of the same type, in the same security, made on the same day, will be summarized in one line. For this purpose – changes made through the TASE clearing house must be separated from changes made directly in the company's books.
    1. The change for a decrease, add the sign "-".
    1. In all quantity fields, the quantity of securities must be entered, not the par value in NIS.

3. Main Shareholder Register as of the Reporting Date:

No. Name
of
Registered
Shareholder
Type
of
ID
Number
ID
Number
Security
Number
on
TASE
Type
and
Par
Value
of
Shares
Number
of
Shares
Is
the
Holder
a
Trustee?
1 ___ ___ ___ ___ ___ ___ ___

4. Attached is the file of the shareholder register in accordance with Section 130 of the Companies Law, 1999

Shareholder Register PDF

Alt: Shareholder Register PDF file

5. Attached is an updated file of the corporation's securities registers, including the register of option holders and the register of bond holders

Securities Register PDF

Alt: Securities Register PDF file

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

No. Name
of
Signatory
Position
1 Adv.
David
Sackstein
Other:
Head
of
the
Bank
Secretariat
Division

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.

    1. 209,100,000 NIS par value deferred commitments (Series 402) are convertible under certain circumstances into a total of 21,216,868 ordinary shares of the bank, as of this reporting date. For further details regarding the conversion of the deferred commitments (Series 402) into bank shares, see the shelf offering report published on July 5, 2018 (Reference: 2018-01-060390).
    1. 750,000,000 USD par value deferred commitments BANK LEUMI LE- ISRAEL B.M. \$ 2031 RM are convertible under special circumstances into up to 208,055,925 ordinary shares of the bank as of this reporting date. For more details, see the bank's immediate reports from January 13, 23, and 29, 2020 (References: 2020-01-005175, 2020-01-008041, and 2020-01-011058, respectively).
    1. 1,403,900,000 NIS par value deferred commitments (Series 405) are convertible under special circumstances into up to 86,082,778 ordinary shares of the bank as of this reporting date. For further details regarding the conversion of the deferred commitments (Series 405) into bank shares, see the trust deed attached as Appendix A to the shelf offering report published on March 24, 2022 (Reference: 2022-01-029679) and the bank's immediate report from September 12, 2022 (Reference: 2022-01-116110).
    1. 500,000,000 USD par value deferred commitments BANK LEUMI LE- ISRAEL B.M. \$ 2033 RM are convertible under special circumstances into up to 118,750,000 ordinary shares of the bank as of this reporting date. For more details, see the bank's immediate reports from January 9 and 12, 2023 (References: 2023-01-005118 and 2023-01-006255, respectively).
    1. 1,535,042,000 NIS par value deferred commitments (Series 406) are convertible under special circumstances into up to 68,461,612 ordinary shares of the bank as of this reporting date. For further details regarding the conversion of the deferred commitments (Series 406) into bank shares, see the trust deed attached as Appendix A1 to the shelf offering report published on January 21, 2025 (Reference: 2025-01-006009).

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

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

Short name: BANK LEUMI LE- ISRAEL B.M.

Address: Abba Hillel Silver 3, Lod 7129404 Phone: 076-8858111, 076-8859419 Fax: 076- 8859732 Email: David\[email protected] Company website: www.leumi.co.il

Previous names of the reporting entity:

Electronic signatory name: Sackstein David Raul Position: Adv., General Secretary Employer company name:

Address: Abba Hillel Silver 3, Lod 7129409 Phone: 076-8857984 Fax: 076-8859732 Email: [email protected]

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