Proxy Solicitation & Information Statement • Jul 19, 2022
Proxy Solicitation & Information Statement
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| Matter | Manner of Voting | ||
|---|---|---|---|
| For | Against Abstain |
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| 1. | To approve the election of three directors to serve as first class directors, each for a three-year term until the annual general meeting to be held in 2025, and until their respective successors are duly elected and qualified, on the terms set forth in the Proxy Statement: |
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| 1(a). | Dr. Eric Rowinsky | ||
| 1(b). | Ido Agmon | ||
| 1(c). | Robert Gagnon | ||
| 2. | To approve the grant of equity-based awards to each of the members of the Board of Directors of the Company. |
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| 3. | To approve the terms of engagement of Mr. Gil Efron as the Company's new Chief Executive Officer. |
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| 4(a). | To approve the terms of engagement of Mr. Isaac Israel, a director, for service as an advisor to the Company. |
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| 4(b). | To approve the payment to Mr. Isaac Israel of the discretionary portion of the 2020 and 2021 annual bonuses for his former service as the Company's Chief Executive Officer. |
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| 5. | To approve the payment to Dr. Eric Rowinsky, the Chairman of the Company's Board of Directors, of an additional fee for service as Chairman of the Company's Medical and Clinical Committee. |
Do you have a "personal interest" (within the meaning of the Israel Companies Law, 5799 – 1999, and as described in the Proxy Statement for the Meeting) in Proposal 3 or Proposal 4(b) (check or mark "X" clearly in the applicable column)? Votes cast on Proposal 3 and Proposal 4(b) will not be counted, unless "yes" or "no" has been specified as to whether you have a "personal interest" with respect to such proposal.
| YES | NO | ||
|---|---|---|---|
| 6. | The undersigned has a personal interest in Proposal 3 | ||
| 7. | The undersigned has a personal interest in Proposal 4(b) |
Date Signature
For shareholders holding shares through a member of the Tel Aviv Stock Exchange, this Voting Slip is only valid when accompanied by a certification of ownership, in accordance with the Israeli Companies Regulations (Proof of Ownership of Shares for Voting at General Meeting) of 2000. For shareholders registered in the Company's shareholder registry, this Voting Slip will only be valid when accompanied by a photocopy of a government-issued photograph identification (e.g., passport, identification card or certificate of incorporation (as the case may be)).
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