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OY Nofar Energy Ltd.

Major Shareholding Notification Dec 5, 2025

6952_rns_2025-12-04_e449e481-ffde-4abf-a911-125922235ee9.pdf

Major Shareholding Notification

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O.Y. NOFAR ENERGY LTD

Entity Number (Registrar): 514599943

To:

Form No.: T076 (Public) Reference: 2025-01-096939 Filed on MAGNA: 04/12/2025

Immediate Report on Changes in Holdings of Interested Parties and Senior Officers

Regulation 33(b) of the Securities Regulations (Periodic and Immediate Reports), 1970

Note: This form is intended only for reporting changes in holdings of securities of the reporting corporation itself. For reports regarding changes in holdings of securities of a subsidiary with material activities for the reporting corporation, use Form T121.

1. Holder Details

  • Name of entity/Last name and first name of holder: Yannay Ofer
  • Identification type: Identity card number
  • Holder's Identification No.: 031919467
  • Type of holder: Director/CEO
  • The hedge fund has the right to appoint a director or its representative to the board: __________
  • Is the holder acting as a representative for reporting multiple shareholders holding securities together in the corporation: No
  • Name of controlling shareholder of the interested party: L.R
  • Identification number of controlling shareholder of the interested party: L.R
  • Citizenship/Country of registration: Private individual with Israeli citizenship
  • Country of citizenship/registration: __________
  • Security number on the Tel Aviv Stock Exchange: 1170877
  • Name and type of security: NOFAR M.R. Ordinary Share
  • Essence of change: Increase, Other: Acquisition in FORWARD transaction
  • Note: Acquisition or sale of shares on the stock exchange by way of a matched transaction, as defined in Part Three of the Stock Exchange bylaws, will be classified as an off-exchange transaction, with disclosure in the free text that the transaction was carried out in this manner.
  • Is this a change in a single transaction or multiple transactions (accumulated change): Single transaction
  • Change date: 04/12/2025
  • Transaction price: 10,400 Agorot
  • Are these dormant shares or convertible securities to dormant shares: No
  • Previous securities balance: 1,864,289, Holding percentage out of total securities of this type in previous report: 5.25%
  • Change in quantity of securities: +0
  • Current balance: 1,864,289, Current holding percentage out of total securities of this type: 4.90%
  • Holding percentage after the change: In capital: 4.90%, In voting rights: 4.90%
  • Explanation: The holding rate after the change does not refer to convertible securities.
  • Holding percentage after the change on a fully diluted basis: In capital: 8.76%, In voting rights: 8.76%
  • Notes: 1

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.

2. Holder Details

  • Name of entity/Last name and first name of holder: Yannay Ofer
  • Identification type: Identity card number
  • Holder's Identification No.: 031919467
  • Type of holder: Director/CEO
  • The hedge fund has the right to appoint a director or its representative to the board: __________
  • Is the holder acting as a representative for reporting multiple shareholders holding securities together in the corporation: No
  • Name of controlling shareholder of the interested party: L.R.
  • Identification number of controlling shareholder of the interested party: L.R.
  • Citizenship/Country of registration: Private individual with Israeli citizenship
  • Country of citizenship/registration: __________
  • Security number on the Tel Aviv Stock Exchange: 1170877
  • Name and type of security: NOFAR M.R. Ordinary Share
  • Essence of change: Decrease, Other: Sale in a FORWARD transaction
  • Note: Acquisition or sale of shares on the stock exchange by way of a matched transaction, as defined in Part Three of the Stock Exchange bylaws, will be classified as an off-exchange transaction, with disclosure in the free text that the transaction was carried out in this manner.
  • Is this a change in a single transaction or multiple transactions (accumulated change): Single transaction
  • Change date: 04/12/2025
  • Transaction price: 10,400 Agorot
  • Are these dormant shares or convertible securities to dormant shares: No
  • Previous securities balance: 1,864,289, Holding percentage out of total securities of this type in previous report: 5.25%
  • Change in quantity of securities: -0
  • Current balance: 1,864,289, Current holding percentage out of total securities of this type: 4.90%
  • Holding percentage after the change: In capital: 4.90%, In voting rights: 4.90%
  • Explanation: The holding rate after the change does not refer to convertible securities.
  • Holding percentage after the change on a fully diluted basis: In capital: 8.76%, In voting rights: 8.76%
  • Notes: 2

Note: If an increase is selected due to compulsory purchase of borrowed securities, or a decrease due to compulsory sale of borrowed securities, then borrowed securities not returned to the lender are considered a compulsory purchase, and borrowing is thus classified as a compulsory sale.

Explanations Table

No. Explanation
1 Ofer Yannay is the controlling shareholder of the company and serves as CEO and director of the company. 1,864,289
company shares are held directly by Mr. Ofer Yannay as well as through Ofer Yannay Securities Ltd., a company wholly
owned and controlled by Mr. Ofer Yannay. The fully diluted holding rate includes Mr. Ofer Yannay's holdings of 1,777,191
blocked share units. For details, see the company's immediate report dated 2.12.25 (reference: 2025-01-095765). For a
breakdown of Mr. Ofer Yannay's holdings through Yannay Group Ltd., see a separate company report on the matter. The
calculation in this report was made considering the allocation of shares made on 4.12.2025 as part of a share exchange
tender offer (see immediate report dated 4.12.2025, reference: 2025-01-096528). For details regarding the purchase of
1,420,000 company shares in a FORWARD transaction by the controlling shareholder, Mr. Ofer Yannay, see the company's
immediate report published concurrently with this report.
2 For details regarding the sale of 960,000 company shares in a FORWARD transaction by the controlling shareholder, Mr.
Ofer Yannay, see the company's immediate report published concurrently with this report.
1. Has the entire consideration been paid at the change date? Yes
-- -- -- -- -- -- -- -- -- -- ------------------------------------------------------------------- -- --
If not all consideration paid at the change date, indicate date of payment completion:
-- -- -- ---------------------------------------------------------------------------------------- --

If the change was made by signing a loan agreement, indicate how the loan will be completed: __________

Explanation: Holding rates must be specified considering all securities held by the interested party.

    1. Date and time the corporation first learned of the event or matter: 04/12/2025 at 18:45
    1. Details of the actions that caused the change: __________

Authorized Signatories for the Corporation:

No. Name Position
1. Ofer Yannay CEO and Director
2. Nir Peleg CFO

Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted according to these regulations must be signed by those authorized to sign on behalf of the corporation. The staff's position on the subject can be found on the authority's website: Click here.

Previous reference numbers (mention does not constitute incorporation by reference):

Securities of the corporation are listed for trading on the Tel Aviv Stock Exchange

Short name: NOFAR ENERGY

Address: 1 Hatahana St., Kfar Saba, 4453001 Telephone: 09-3750003, Fax: 08-3750061

Email: [email protected]

Company Website: www.nofar-energy.com

Previous names of the reporting entity:

Name of electronic filer: Yannay Ofer Yosef

Position: Acting CEO and Director

Employer:

Address: 1 Hatahana St., Kfar Saba, 4453001, Tel: 09-3750003, Fax: 08-3750061, Email: [email protected]

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.

Form structure updated: 04/02/2025

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