Cellcom Israel Ltd. — Share Issue/Capital Change 2026

May 20, 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: 20/05/2026

Reference: 2026-01-046809

Capital status, grant of rights to purchase shares and the company's securities registers 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 unlisted options according to outline to employees

Explanation: Briefly describe the nature of the change

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

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

Name and type of security	Security No. on the Stock Exchange	Amount in the 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	168,553,931	168,553,931	73,259,439
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 listed)	1106038	__	7,918,614	8,070,191	0

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

1. The company announces that:

☐ On date 20/05/2026

☐ From date _ To date _

☐ A change occurred in the quantity and in the register of the company's security holders (including rights to purchase shares) as a result of:

Description of the nature of the change Grant of unlisted options according to outline to employees

Explanation: Describe the full details of the transaction or action due to which a change occurred in the company's securities.

Name of registered holder to whom the change relates: I.B.I. Equity Compensation & 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 the change: 20/05/2026 Executed via the Stock Exchange Clearing House: Yes

Type and name of security in which a change occurred: Options for shares (not listed)

Security No. on the Stock Exchange: 1106038

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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.

Holder's balance in the security in the last report: 7,918,614

Holder's balance in this security after the change: 8,070,191

Total amount of securities in which a decrease/increase occurred: 151,577

Is this a grant of rights to purchase shares Yes

Total consideration for the securities granted: 0

The security number on the Stock Exchange of the share that will result from exercise of the security: 1101534

Number of shares that will result from full exercise/conversion of the security: 151,577

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

The options will vest in four equal tranches: the exercise price for the first, second, third and fourth tranches will be NIS 35.59 per share (for further details see Section 2.5.2 of the outline).

The period during which the security may be exercised: As specified in Section 2.4.2 of the outline dated February 9, 2025 (Reference No.: 2025-01-009579).

From 20/05/2027 until 20/05/2031

The securities granted will be registered for trading: No

The grant of said securities is further to an outline report for employees published on 09/02/2025 and its reference number is 2025-01-009579

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

Grant according to the outline dated February 9, 2025 (Reference No.: 2025-01-009579). With respect to 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 will reflect the monetary benefit embedded in the exercise of the options at the time of exercise (Net Exercise).

Explanations:

1. If the change affects more than one security, the effect of the change must be specified on a separate line for each security.
2. Date of the change – all changes of the same type, in the same security, made on one day, shall be summarized on one line. For this purpose – changes made through the Stock Exchange Clearing House must be separated from changes made directly in the company's books.
3. The change – for a decrease the sign “-” must be added.
4. In all quantity fields the number of securities must be filled in and not NIS par value.

☐ A change occurred only in the register of the company's security holders (without a change in the number of the company's securities) as a result of:

Description of the nature of the change ____

Explanation: Describe the full details of the transaction or action due to which a change occurred in the register

1 Name of registered holder to whom the change relates: ____

Type of identification number: _ Identification number: _

Date of the change: _ Executed via the Stock Exchange Clearing House: _

Type and name of security in which a 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 the change:
Holder's balance in this security after the change:

1. Main points 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 holds 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_20-05-2026_isa.pdf

2. Attached is an updated file of the company's securities registers, including the options holders register and the BONDS holders register Cellcom_security_holders_register_20-05-2026_isa.pdf

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

	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 according to these regulations shall be signed by those authorized to sign on behalf of the company. 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 for company shares and expiration of warrants by employees and officers, which were made during May 2026 (changes that cumulatively constitute less than $1\%$ of the company's issued 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 company's securities are listed for trading on the Tel Aviv Stock Exchange

Form structure update date: 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 Company SecretaryName of employing company: Address: HaGavish10, Netanya4250708Telephone: 052-9989595Fax: 09-8607986Email: larisaco@cellcom.co.il