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Camtek Ltd. Proxy Solicitation & Information Statement 2018

May 3, 2018

6712_rns_2018-05-03_49917561-73e7-4fc9-a81a-b7a8962bd2a7.pdf

Proxy Solicitation & Information Statement

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CAMTEK LTD.

ANNUAL GENERAL MEETING OF SHAREHOLDERS June 7, 2018

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The shareholder(s) hereby appints Messe Eisenberg or either one of them, as proxies, each with the power to appoint his substitite, and hereby authorizes them to represent and to vote, as designated on the Proxy, all of the Ordinary Shares of Cannel Ltd. that the shareboder(s) is/are entitled to vot at the Annual General Meeting of Sharebolers to be held at 16:00 p.m. on Thussday Junes at Ramat Garriel Industrial Zone, Migdel Ha "Enek, Jacel, and any adjournment or postporanent thereof (the "Meeting").

THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED AS DRECTED BY THE SHAREHOLDER(S), IF SUCH DRECTION IS MADE BY THE SHAREHOLDER. IF NO SUCH DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR ALL PROPOSALS, AND AS SUCH PROXIES DEEM ADVISABLE AND ON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND ANY ADJOURNMENT OR ADJOURNMENTS THEREOF.

(Continued and to be signed on the reverse side)

ANNUAL GENERAL MEETING OF SHAREHOLDERS OF

CAMTEK LTD.

June 7, 2018

Please date, sign and mail your proxy card in the envelope provided as soon as possible

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" PROPOSALS NO. 1, 2, 3, 4, 5, 6, 7 AND 8 PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE 極

1. Re-election of four directors; equity grants to Eran Bendoly and Moty Ben-Arie. FOR AGAINST ABSTAIN
1.1. Rafi Amit
1.2. Yotam Stern D
1.3. Eran Bendoly (approval of appointment and equity grant) D 0 0
1.4. Moty Ben-Arie (approval of appointment and equity grant) D
2. Re-Election of two external directors; equity grants to the external directors.
2.1. Gabi Heller (approval of appointment and equity grant) D
2.2. Rafi Koriat (approval of appointment and equity grant) 0 D
Do you have a "personal interest" in item 2 above?
Under the Companies Law, in general, a personal interest if any member of his or her immediate family, or
the immediate family of its spouse, has a personal interest in the adoption of the proposal; of if a company, other than Ceragon, that is
affiliated with such person, has a personal interest in the adoption of the proposal.
YES NO
Please note - you are not deemed to have a personal interest in the proposal if your interest in such proposal arises
solely from your ownership of our shares.
For further information regarding "personal interest", please see the explanation under Item B of the Proxy Statement.
3. Re-Approval of the grant of indemnification and exemption letters to our directors who are also controlling shareholders. 0
3.1.
Rafi Amit
Do you have a "personal interest" in item 3.1 above?
[please find explanation regarding "personal interest" under item 2 above]
YES NO
3.2.
Yotam Stern
Do you have a "personal interest" in item 3.2 above?
[please find explanation regarding "personal interest" under item 2 above]
YES NO
4. Approval of certain amendments to the Company's Compensation Policy. 1 0
Do you have a "personal interest" in item 4 above?
[please find explanation regarding "personal interest" under item 2 above]
YES NO
5. Approval of the adoption of a special equity award for the Company's Office Holders (excluding the CEO).
Do you have a "personal interest" in item 5 above?
[please find explanation regarding "personal interest" under item 2 above]
YES NO
6. Approval of the compensation to the Company's CEO. 0
Do you have a "personal interest" in item 5 above?
[please find explanation regarding "personal interest" under item 2 above]
YES NO
7. Approval of certain amendments to the Company's Articles of Association.
Re-appointment of Somekh Chaikin, a member firm of KPMG International, and appointment of Eli Goldstein & Co., Certified Public
Accountants, as the Company's joint independent auditors until the 2019 annual general meeting of shareholders
and authorization of the Company's Board of Directors to set the annual compensation of the Audit
Committee's recommendation, in accordance with the volume and nature of their services.
0
Are you a "controlling shareholder"?
Under the Companies Law, in general, a person will be deemed to be a "controlling shareholder" if that person has the power to direct
the activities of the company, otherwise than by reason of being a director or other of the company.
YES NO
PLEASE NOTE THAT IT IS UNLIKELY THAT YOU ARE A CONTROLLING SHAREHOLDER OR THAT YOU HAVE A
PERSONAL INTEREST IN THE RESOLUTION UNDER ITEMS 2, 3, 4, 5 or 6.

To change the address on your account, please check the box at right and indicate your new address. Please note that changes to the registered name(s) on the account may not be submitted via this method.

Signature of Shareholder _____________________________________________________________________________________________________________________________________________________

NOTE: Please sign exactly as your names appear on this Proxy. When shares are led jointly, each holder should sign. When signing a executor, attorney, truste or grandian, please give full title as such. If the signer is a concerner anne by dult title as such. If signer is a partnership, please sign in partnership name by authorized person.