Delek Automotive Systems Ltd. — Proxy Solicitation & Information Statement 2026

May 25, 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.

Delek Automotive Systems Ltd.

(hereinafter: the "Company")

Voting Paper - Part One

Companies Regulations (Written Voting and Position Statements). 5766-2005 (hereinafter: the "Regulations")

1. Type of Meeting: Annual General Meeting of the Company's shareholders.
2. Date of Meeting: Monday, June 29, 2026, at 11:00.
3. Place of Meeting: The Company's offices in Nir Zvi.
4. Details of the agenda items for which voting is possible via the voting paper:

4.1 Re-appointment of an auditing accountant and receiving a report regarding their remuneration

It is proposed to re-appoint the accounting firm Kost Forer Gabbay & Kasierer as the auditing accountant of the Company for a period ending at the conclusion of the Company's next Annual Meeting, and to authorize the Company's Board of Directors to determine their remuneration.

For further details, see Section 2.2 of the summoning report to which this voting paper is attached (hereinafter: the "Summoning Report").

Proposed Resolution Wording (hereinafter: "Resolution No. 1"): "To approve the re-appointment of the accounting firm Kost Forer Gabbay & Kasierer as the auditing accountant of the Company for a period ending at the conclusion of the Company's next Annual Meeting and the authorization of the Company's Board of Directors to determine their remuneration."

4.2 Approval of the granting of exemption and indemnity letters to Mr. Barak Mashraki

It is proposed to approve the granting of exemption and indemnity letters to Mr. Mashraki, who serves as an independent director in the Company, as detailed in Section 2.3 of the Summoning Report.

Proposed Resolution Wording ("Resolution No. 2"): "To approve the granting of exemption and indemnity letters to Mr. Mashraki, who serves as an independent director in the Company, in the versions provided to the other members of the Board of Directors and officers in the Company and in accordance with the Company's compensation policy, all as detailed in Section 2.3 of the Summoning Report."

4.3 Extension of Vered Arviv's term as an external director in the Company

It is proposed to approve the extension of Ms. Arviv's term to serve as an external director in the Company, all as detailed in Section 2.4 of the Summoning Report.

Proposed Resolution Wording (hereinafter: "Resolution No. 3"): "To extend the term of Ms. Arviv to serve as an external director in the Company for an additional and final term of three years, starting at the end of the second term of office, i.e., starting from July 1, 2026, all as detailed in Section 2.4 of the Summoning Report."

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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.

5. Review of Documents

The immediate report, the wording of the voting paper, and position statements (if submitted to the Company) can be reviewed on the Securities Authority's distribution site at www.magna.isa.gov.il and on the Tel Aviv Stock Exchange Ltd. website at www.maya.tase.co.il. Furthermore, subject to any law, any document concerning the agenda items can be reviewed at the Company's offices in Nir Zvi, during regular business hours, by prior coordination (telephone 08-9139808) until the date of the General Meeting assembly.

6. The majority required for passing the resolutions

6.1. The majority required for the approval of Resolutions No. 1 through 2 described in Sections 2.2 and 2.3 of the Summoning Report, respectively, is an ordinary majority among the shareholders present and participating in the General Meeting.

6.2. The majority required for the approval of Resolution No. 3 described in Section 2.4 of the Summoning Report is in accordance with Sections 239(b) and 245(a)(2) of the Companies Law, according to which the General Meeting may approve the engagement by an ordinary majority, provided that one of the following is met:

a. The majority vote count at the General Meeting shall include a majority of the total votes of shareholders who are not controlling shareholders in the Company or who have a personal interest in the approval of the appointment, excluding a personal interest that is not the result of ties with the controlling shareholder, who participate in the vote. In the count of all such shareholders' votes, abstaining votes shall not be taken into account. The provisions of Section 276 of the Companies Law shall apply to anyone who has a personal interest, with the necessary changes;

b. The total dissenting votes among the shareholders mentioned in paragraph a above did not exceed a rate of two percent of the total voting rights in the Company.

7. Indication of Affinity and Additional Characteristics:

As required by the provisions of the Companies Law, in the second part of this voting paper, space is allocated for marking the existence of a personal interest in the proposed resolution, or another characteristic of the shareholder as stated in the second part of the voting paper, as well as for describing the nature of the affinity. It is clarified that if a shareholder did not mark as stated or marked "Yes" and did not describe the nature of the affinity, their vote will not be counted. In addition, regarding the voting of interested parties, senior officers, and institutional bodies (as defined in the second part of the voting paper), space is allocated for the relevant marking in the second part of the voting paper.

8. Validity of the Voting Paper:

8.1. This voting paper shall be valid for a shareholder holding shares through a Stock Exchange member (according to Section 177(1) of the Companies Law) (hereinafter: "Unregistered Shareholder") – only if an ownership confirmation (as detailed in Section 4.1 of the Summoning Report) is attached to it or if an ownership confirmation was sent to the Company via the electronic voting system (as detailed in Section 4.1 of the Summoning Report);

8.2. For a shareholder registered as a shareholder in the Company's shareholder register – if a photocopy of an ID card, passport, or incorporation certificate was sent to the Company.

8.3.

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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.

An Unregistered Shareholder wishing to vote via a voting paper shall submit to the Company, up to 4 hours before the voting time, i.e., by Monday, June 29, 2026, at 07:00, the voting paper signed by them

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as well as the ownership confirmation form, unless their ownership confirmation was transferred to the Company via the electronic voting system. The voting paper will be valid for an Unregistered Shareholder only if an ownership confirmation form is attached to it or if an ownership confirmation was sent to the Company via the electronic voting system.

8.4. A shareholder registered in the shareholder register (hereinafter: "Registered Shareholder") wishing to vote via a voting paper shall submit to the Company, up to 6 hours before the voting time, i.e., by Monday, June 29, 2026, at 05:00, the voting paper signed by them along with a photocopy of an ID card, passport, or incorporation certificate. The voting paper will be valid for a Registered Shareholder only if a photocopy of an ID card, passport, or incorporation certificate was sent to the Company.

9. Voting via the Electronic Voting System:

An Unregistered Shareholder is entitled to vote via an electronic voting paper that will be transferred to the Company through the electronic voting system.

The electronic voting system will be locked six (6) hours before the meeting time: Monday, June 29, 2026, at 05:00 (hereinafter: the "System Locking Time"). The voting paper and/or ownership confirmation must be submitted via the electronic system by this time.

It is clarified that a vote via the electronic voting system will be changeable or cancelable until the system locking time, and it will not be possible to change it via the system thereafter.

10. Additional Details:

Address for delivery of voting papers and position statements:

The Company's offices in Nir Zvi.

The Record Date for shareholders' eligibility to participate and vote in the meeting and the final date for submitting position statements:

The Record Date for determining the eligibility of a Company shareholder to participate and vote in the meeting and the adjourned meeting is Monday, June 1, 2026.

The final date for the Company's shareholders to submit position statements to the Company is ten (10) days before the meeting assembly date, i.e., until Wednesday, June 19, 2026.

The final date for submitting the Board of Directors' response to position statements is five (5) days before the meeting date, i.e., until Wednesday, June 24, 2026.

Addresses of the distribution site and the Stock Exchange site where the voting papers and position statements are available:

The wording of the voting paper and position statements, if any, can be found on the Stock Exchange website at www.maya.tase.co.il and on the distribution site at www.magna.isa.gov.il.

Additional notes according to regulations:

An Unregistered Shareholder is entitled to receive the ownership confirmation from the Stock Exchange member through which they hold their shares, at the Stock Exchange member's branch or by mail to their address for shipping fees only, if requested, provided

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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.

that a request in this matter is provided in advance for a specific securities account. An Unregistered Shareholder may instruct that their ownership confirmation be transferred to the Company via the electronic voting system.

An Unregistered Shareholder is entitled to receive by email, free of charge, a link to the version of the voting paper and position statements (if provided) on the distribution site from the Stock Exchange member through which they hold their shares, unless they notified the Stock Exchange member that they are not interested in receiving such a link or that they wish to receive voting papers and position statements by mail in exchange for payment of shipping fees. Such notification regarding a voting paper shall also apply regarding the receipt of position statements.

According to regulations, one or more shareholders holding shares on the Record Date at a rate constituting five percent (5%) or more of the total voting rights of the shareholders is entitled by themselves or via a proxy on their behalf, after the meeting assembly, to review at the Company's registered office, during accepted business hours, the voting papers and voting records via the electronic voting system that reached the Company.

As of the date of the announcement regarding the assembly of the meeting subject to this voting paper, the quantity of shares constituting 5% of the total voting rights in the Company is 4,848,798 shares; the quantity of shares constituting 5% of the total voting rights not held by the controlling shareholders in the Company is 2,479,348 shares.

A shareholder shall indicate their voting method regarding the item on the agenda in the form that is the second part of this voting paper.

After the publication of the voting paper, there may be changes in the agenda, including the addition of an item to the agenda, and position statements may be published. It will be possible to review the updated agenda and published position statements in the Company's reports on the distribution site.

To the extent that there are changes in the agenda, including the addition of an item to the agenda, the Company will provide an amended voting paper version on the day of publication of the summons with the updated agenda.

A shareholder may, up to 24 hours before the time of the General Meeting assembly, contact the Company's offices in Nir Zvi, and after proving their identity to the satisfaction of the Company Secretary, or another employee appointed for this matter, withdraw the voting paper and ownership confirmation which they submitted to the Company for their vote.

5/20/2026 | 11:58:23 AM | v1.2.5

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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. .

Voting Paper - Part Two

Companies Regulations (Written Voting and Position Notices), 5765-2005 (hereinafter: the "Regulations")

Company Name : Delek Automotive Systems Ltd

Company Address (for delivery and mailing of voting papers) : Moshav Nir Zvi

Company No. : 520033291

Meeting Date : Monday, June 29, 2026, at 11:00

Meeting Type : Annual General Meeting

Record Date : Monday, June 1, 2026

Shareholder Details

Shareholder Name- _____ I.D. No.- _______

If the shareholder does not have an Israeli identity card -

Passport No.- _____ Country of issue _______

Valid until _________

If the shareholder is a corporation -

Corporation No. _____ Country of incorporation _______

Classification of Meeting Participant

Please indicate whether you are:

☐ "Interested party" as defined in Section 1 of the Securities Law, 5728-1968.

☐ "Institutional investor" as defined in Regulation 1 of the Financial Services Supervision Regulations (Provident Funds) (Participation of a Managing Company in a General Meeting), 5769-2009, as well as a manager of a joint investment trust fund as defined in the Joint Investment Trust Law, 5754-1994.

☐ "Senior officer" as defined in Section 37(d) of the Securities Law, 5728-1968.

☐ I am none of the above.

Voting Method Regarding the Resolutions on the Agenda

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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..

Agenda Item	Voting Method1			Are you a controlling shareholder or do you have a personal interest in the approval of the proposed resolution?2
	For	Against	Abstain	No	Yes
Reappointment of an accountant (as detailed in section 4.1 above)
To approve the granting of letters of exemption and indemnification to Mr. Mashraki, serving as an independent director in the company, in the versions provided to other members of the board of directors and officers in the company and in accordance with the company's compensation policy, all as detailed in section 2.3 of the Proxy Report (as detailed in section 4.2 above)
To extend the tenure of Ms. Arviv as an external director in the company for an additional and final term of three years, starting at the end of the second term of office, i.e., from July 1, 2026, all as detailed in section 2.4 of the Proxy Report (as detailed in section 4.3 above)

For shareholders holding shares through a TASE member (per section 177(1)(1) of the Companies Law) - this voting paper is valid only when accompanied by a certificate of ownership, except in cases where voting is via the electronic system.

For shareholders registered in the company's shareholder registry - this voting paper is valid only when accompanied by a copy of an identity card/passport/certificate of incorporation.

Details regarding affinity (as far as relevant):

1 Failure to mark will be considered an abstention from voting on that item.
2 A shareholder who does not fill out this column or marks "Yes" and does not elaborate, their vote will not be counted.

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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. .

Date: _________

Shareholder's Signature _________

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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. .

5/20/2026 | 11:58:25 AM | v1.2.5