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Carasso Motors Ltd.

Share Issue/Capital Change • Oct 23, 2025

6719_rns_2025-10-23_91c271b4-48eb-4824-be0e-c7dfdbcd43f6.pdf

Share Issue/Capital Change

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CARASSO MOTORS LTD

Registry Number: 514065283

To: Israel Securities Authority

To: TEL AVIV STOCK EXCHANGE LTD

Form Number: T087 (Public) Sent via MAGNA: 23/10/2025 ISA Website: www.isa.gov.il TASE Website: www.tase.co.il Reference: 2025-01-079510

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

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
warrants		 (Series
7		 for
ordinary		 shares of
the		 company)
---------------------------- -------------- ----------------- -------- ----------- ----------

Explanation: Please briefly describe the nature of the change.

Reference
numbers
of
previous
reports
on
the
subject:
,
,
------------------------------------------------------------------------------------------ --

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
CARASSO
MOTORS
LTD,
Ordinary
Share		 1123850 150,000,000 Last
Report:
94,535,035
Current:
94,537,699		 94,537,699
CARASSO
MOTORS
LTD
Debenture
A,
Corporate
Bond		 1136464 Last
Report:
90,785,334
Current:
90,785,334		 90,785,334
CARASSO
MOTORS
LTD
Debenture
C,
Corporate
Bond		 1141829 Last
Report:
824,376,547
Current:
824,376,547		 824,376,547
CARASSO
MOTORS
LTD
Debenture
D,
Corporate
Bond		 1173566 Last
Report:
651,440,619
Current:
651,440,619		 651,440,619
CARASSO
MOTORS
LTD
Debenture
E,
Corporate
Bond		 1202779 Last
Report:
204,922,416
Current:
204,922,416		 204,922,416
CARASSO
MOTORS
LTD
Debenture
F,
Corporate
Bond		 1226224 Last
Report:
495,089,000
Current:
495,089,000		 495,089,000
CARASSO
MOTORS
LTD
Warrant
02/21B,
Warrant
for
Share		 1172766 Last
Report:
453,761
Current:
453,761		 0
CARASSO
MOTORS
LTD
Warrant
03/22D,
Warrant
for
Share		 1185156 Last
Report:
42,350
Current:
42,350		 0
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
CARASSO
MOTORS
LTD
Warrant
06/22E,
Warrant
for
Share		 1187921 Last
Report:
225,000
Current:
225,000		 0
CARASSO
MOTORS
LTD
Warrant
08/22F,
Warrant
for
Share		 1188861 Last
Report:
300,000
Current:
300,000		 0
CARASSO
MOTORS
LTD
Warrant
07/23G,
Warrant
for
Share		 1198530 Last
Report:
236,200
Current:
232,200		 0
Commercial
Papers
(Series
1)		 1209188 Last
Report:
250,000,000
Current:
250,000,000		 250,000,000
CARASSO
MOTORS
LTD
Warrant
07/24H,
Warrant
for
Share
(Employees)		 1210491 Last
Report:
3,613,000
Current:
3,613,000		 0
CARASSO
MOTORS
LTD
Warrant
07/24H,
Warrant
for
Share
(Others)		 1210509 Last
Report:
1,548,000
Current:
1,548,000		 0

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

2. The Corporation Announces That:

On the date: 23/10/2025

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 4,000 warrants (Series 7) by an employee of the company for a total of 2,664 ordinary shares of the company through a cashless exercise mechanism.

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

Section 1

1.
Type
ID		 affected
Name
of
registered
holder
by
the
change:
I.B.I.
Trust
Management
Ltd.
of
ID
number:
Company
Registrar
Number
in
Israel
Number:
515020428
Nature
of
the
change:
Exercise
of
options
Date
of
change:
23/10/2025
Executed
via
TASE
clearing
house:
No
affected:
Type
and
name
of
security
CARASSO
MOTORS
LTD
Warrant
07/23G,
Warrant
for
Share
Security
number
on
TASE:
1198530
Holder's
balance
in
last
report:
236,200
Holder's
balance
after
change:
232,200
Total
quantity
of
securities
increased/decreased:
4,000
Is
this
a
grant
of
rights
to
purchase
shares:
No
Total
proceeds
for
allocated
securities:
TASE
number
of
share
resulting
from
exercise:
Number
of
shares
resulting
from
full
exercise/conversion:
Total
additional
proceeds
from
full
exercise/conversion:
Period
during
which
the
security
can
be
exercised:
From:
To:
Allocated
securities
will
be
registered
for
trading:
Allocation
of
these
securities
is
a
continuation
of:

published
on
,
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:
2.
TEL
Type
ID		 affected
Name
of
registered
holder
by
the
change:
Registration
Company
of
the
AVIV
STOCK
EXCHANGE
LTD
of
ID
number:
Company
Registrar
Number
in
Israel
Number:
515736817
Nature
of
the
change:
Exercise
of
options
Date
of
change:
23/10/2025
Executed
via
TASE
clearing
house:
Yes
Type
and
name
of
security
affected:
CARASSO
MOTORS
LTD,
Ordinary
Share

Security number on TASE: 1123850

Holder's
balance
in
last
report:
94,535,035
Holder's
balance
after
change:
94,537,699
Total
quantity
of
securities
increased/decreased:
2,664
Is
this
a
grant
of
rights
to
purchase
shares:
No
Total
proceeds
for
allocated
securities:
TASE
number
of
share
resulting
from
exercise:
Number
of
shares
resulting
from
full
exercise/conversion:
Total
additional
proceeds
from
full
exercise/conversion:
Period
during
which
the
security
can
be
exercised:
From:

To:
Allocated
securities
will
be
registered
for
trading:
Allocation
of
these
securities
is
a
continuation
of:

published
on
,
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 row 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 row. For this purpose – changes made through the TASE clearing house must be separated from changes made directly in the company's books.
    1. For a decrease, add the sign "-".
    1. All quantity fields must be filled with the number of securities, not NIS par value.

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
of
Shares
and
Par
Value		 Number
of
Shares		 Holds
Shares
as
Trustee
1 Registration
Company of
the TEL AVIV
STOCK
EXCHANGE
LTD		 Company
Registrar
Number
in Israel		 515736817 1123850 0.001
NIS par
value		 94,537,699 No
    1. Attached is a file of the shareholder register in accordance with Section 130 of the Companies Law, 1999.
    1. Attached is an updated file of the corporation's securities registers, including the register of warrant holders and the register of bondholders. marsham_neyarot_erech_231025_isa.pdf

Alt text: Updated file of the corporation's securities registers, including the register of warrant holders and the register of bondholders.

Authorized Signatories for the Corporation:

No. Name
of
Signatory		 Position
1 Dror
Shila		 CFO
2 Nir
Farber		 Other
Legal
Advisor
and
Company
Secretary

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. Staff position on the matter can be found on the ISA website: Click here.

Previous document reference numbers on the subject (the mention does not constitute inclusion by reference):

Securities of the corporation are listed for trading on the TEL AVIV STOCK EXCHANGE LTD

Form structure update date: 06/08/2024

Short name: CARASSO MOTORS LTD

Address: Logistics Center, Park Re'em, P.O. Box 90, Bnei Ayish, 60860

Phone: 08-8631111, 08-8631550

Fax: 08-8631556

Email: [email protected]

Company website: www.renault.co.il / www.nissan.co.il

Previous names of the reporting entity:

Electronic reporter name: Nir Farber

Position: Chief Legal Advisor and Company Secretary

Employer company name:

Address: Logistics Center, Park Re'em, P.O. Box 90, Bnei Ayish, 60860

Phone: 08-8631111 Fax: 08-8631872

Email: [email protected]

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