Cellcom Israel Ltd. — Share Issue/Capital Change 2026

Mar 26, 2026

This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

Cellcom Israel Ltd.

CELLCOM ISRAEL LTD

Number in the register: 511930125

To: Israel Securities Authority

www.isa.gov.il

To: Tel Aviv Stock Exchange Ltd.

www.tase.co.il

T087 (Public)

Filed via MAGNA: 26/03/2026

Reference:

2026-01-028120

Share capital status, grant of rights to purchase shares and the registries of the corporation's securities and the changes therein

Regulation 31E of the Securities Regulations (Periodic and Immediate Reports), 5730-1970

Regulation 31(a) of the Securities Regulations (Periodic and Immediate Reports), 5730-1970

Regulation 31(b1) of the Securities Regulations (Periodic and Immediate Reports), 5730-1970

Regulation 32 of the Securities Regulations (Periodic and Immediate Reports), 5730-1970

Nature of the change: Grant of unregistered options according to outline to employees

Explanation: A brief description of the nature of the change should be provided

Reference numbers of previous reports on the subject: _, _, ____.

1. The corporation's securities status after the change:

Name and type of security	Security No. on the stock exchange	Amount in registered capital	Issued and paid-up capital		Amount registered in the name of the Registration Company
			Amount in last report	Current amount
Ordinary share	1101534	300,000,000	168,097,252	168,097,252	72,802,760
BONDS Series J	1139245	__	20,653,400	20,653,400	20,653,400
BONDS Series K	1139252	__	142,126,800	142,126,800	142,126,800
BONDS Series L	1143080	__	531,991,444	531,991,444	531,991,444
BONDS Series M	1189190	__	420,677,750	420,677,750	420,677,750
Options for shares (not registered)	1106038	__	7,668,196	7,836,522	0
Blocked share units	1159052	__	155,357	155,357	0

Explanation: All the company's securities should be detailed, including securities not listed for trading.

1. The corporation announces that:

☐ On the date 26/03/2026

☐ From date _ to date _

☐ There was a change 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 Grant of unregistered options according to outline to employees

Explanation: The full details of the transaction or action that caused the change in the corporation's securities should be described.

Name of the registered holder in respect of whom the change occurred: I.B.I. Capital Remuneration and Trusts (2004) Ltd.

Type of identification number: Number in the Israeli Companies Register Identification number: 513540070

Nature of the change: Grant to employees ____

Date of change: 26/03/2026 Executed via the stock exchange clearing house: Yes

Type and name of securities in which change occurred: Options for shares (not registered)

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

Security No. on the stock exchange: 1106038

Balance of holder in the security in last report: 7,668,196

Balance of holder in this security after the change: 7,836,522

Total quantity of securities in which there was a decrease/increase: 168,326

Is this a grant of rights to purchase shares Yes

Total consideration for securities that were allotted: 0

Security number on the stock exchange of the share that will result from exercise of the securities: 1101534

Number of shares that will result from full exercise/conversion of the securities: 168,326

Total exercise premium that will be received from full exercise/conversion of the securities into shares:

The options will vest in four equal tranches: the exercise price for the first, second, third and fourth tranches will be NIS 38.09 per share (for further details see section 2.5.2 of the outline).

The period during which the securities may be exercised:

As detailed in section 2.4.2 of the outline dated 9.2.2025 (Reference No.: 2025-01-009579).

From 26/03/2027 until 26/03/2031

The allotted securities will be registered for trading: No

The aforesaid grant of securities is further to Employees outline report which was published on 09/02/2025 and its reference number is 2025-01-009579

☐ The security has been fully redeemed and the consideration has been fully received.
☐ The security has been fully redeemed, but the consideration has not been fully received.
☐ Issued for the purpose of an ATM program
☐ Other.

Grant according to the outline dated 9.2.2025 (Reference No.: 2025-01-009579). Regarding the number of shares that will result from exercise of the options – the number of shares that will actually be allotted following the exercise of the options as stated will be in a quantity that reflects the monetary benefit value that will be embedded in the exercise of the options at the exercise date (Net Exercise).

Explanations:

1. If the change affects more than one security, the impact of the change should be detailed in a separate line for each security.
2. Date of change – all changes of the same type, in the same security, that were executed on one day, shall be summarized on one line. For this matter – changes executed through the stock exchange clearing house should be separated from changes executed directly in the company's books.
3. The change – for a decrease, the sign "-" should be added.
4. In all quantity fields the quantity of securities should be filled in, and not NIS par value.

There was a change only in the corporation's securities holders register (with no change in the quantity of the corporation's securities) as a result of:

Description of the nature of the change ____

Explanation: The full details of the transaction or action that caused the change in the register should be described

1 Name of the registered holder in respect of whom the change occurred: ____

Type of identification number: _ Identification number: _

Date of change: _ Executed via the stock exchange clearing house: _

Type and name of securities in which change occurred: ____

Security No. on the stock exchange: ____

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

Amount of change:
Balance of holder in this security after the change:

1. Main details of the shareholders register as of the report date are as follows:

No.	Name of registered shareholder	Type of identification number	Identification number	Security number on the stock exchange	Type of shares and their par value	Number of shares	Whether holding the shares as trustee
1	__	__	__	__	__	__	No

1. Attached is a file of the shareholders register in accordance with the provisions of section 130 of the Companies Law, 5759-1999 Cellcom Shareholders Register 26-03-2026_isa.pdf

2. Attached is an updated file of the corporation's securities registers, including the options holders register and the BONDS holders register Cellcom Securities Holders Register 26-03-2026_isa.pdf

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

	Name of signatory	Position
1	Larisa Cohen	Other
VP Legal Counsel and Regulation

Explanation: According to Regulation 5 of the Securities Regulations (Periodic and Immediate Reports) (5730–1970), a report submitted pursuant to these regulations shall be signed by the persons 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.

This report does not include reference to exercises of warrants and restricted share units (RSU) into the company's shares and the expiration of warrants and restricted share units (RSU) by employees and officers, which were carried out during March 2026 (changes which in aggregate constitute less than 1% of the company's issued share capital), and which will be reported in a summary report in the following month in accordance with the provisions of the law.

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

The corporation's securities are listed for trading on the Tel Aviv Stock Exchange

Date of last form structure update: 06/08/2024

Short name:
Address: HaGavish10, Netanya4250708 Telephone: 052-9989595, Fax: 09-8607986
Email: cellcom_sec@cellcom.co.il

Previous names of reporting entity:

Name of electronic reporter: Cohen Larisa Position: VP Legal Counsel and Corporate Secretary Name of employing company: Address: HaGavish10, Netanya4250708 Telephone: 052-9989595 Fax: 09-8607986 Email: larisaco@cellcom.co.il