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Retailors — Share Issue/Capital Change 2026
Apr 1, 2026
7022_rns_2026-04-01_8a6aa704-b6ff-4f01-8c80-f27538a3bf25.pdf
Share Issue/Capital Change
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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.
Retailors Ltd.
RETAILORS LTD
Number in the Registrar: 514211457
To: Israel Securities Authority
To: Tel-Aviv Stock Exchange Ltd.
T087 (Public)
Filed via MAGNA: 01/04/2026
www.isa.gov.il
www.tase.co.il
Reference: 2026-01-031306
Capital status, grant of rights to purchase shares and the securities registers of the corporation 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: Vesting and expiration of RSU units for officers, relatives of a controlling shareholder, and additional managers, as well as for the chairman of the company's board of directors
Explanation: A brief description of the nature of the change must be provided
Reference numbers of previous reports on the matter: 2025-01-095448, _, _.
- 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 company for registrations | |
|---|---|---|---|---|---|
| Amount in last report | Current amount | ||||
| Retailors - ordinary share | 1175488 | 200,000,000 | 48,614,208 | 48,685,116 | 48,685,116 |
| Retailors RSU unit | 1184514 | 0 | 143,407 | 143,407 | 0 |
| Retailors RSU 2 | 1185008 | 0 | 50,968 | 0 | 0 |
| Retailors RSU 2023 | 1194687 | 0 | 62,163 | 16,554 | 0 |
| Retailors RSU 3 | 1219138 | 0 | 220,461 | 220,461 | 0 |
Explanation: All the company's securities must be detailed, including securities not listed for trading.
- The corporation announces that:
☐ On date 01/04/2026
☐ 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
- Conversion of 50,968 restricted share units (RSU) into shares of the company for the chairman of the company's board of directors. 2. Conversion of 19,940 restricted share units (RSU) for officers, relatives of a controlling shareholder, and additional managers. 3. Expiration of 25,669 restricted share units (RSU) for officers, relatives of a controlling shareholder, and additional managers.
Explanation: The full details of the transaction or action that caused the change in the corporation's securities must be described.
Name of the registered holder for whom the change occurred: May Wiesel Holdings Ltd. (for the chairman of the board)
Type of identification number: Number in the Israeli Companies Registrar Identification number: 514038058
Nature of the change: Other Conversion into shares of a third tranche of restricted share units
Date of change: 01/04/2026 Executed via the stock exchange clearing house: No
Type and name of security in which the change occurred: Retailors RSU 2
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: 1185008
Balance of the holder in the security in the last report: 50,968
Balance of the holder in this security after the change: 0
Total quantity of securities in which there was a decrease/increase: 50,968
Is this a grant of rights to purchase shares No
Total consideration for securities that were allotted: ____
The stock exchange number of the share that will result from the exercise of the security: ____
Number of shares that will result from full exercise/conversion of the security: ____
Total exercise premium to be received from full exercise/conversion of the security into shares:
The period during which the security may be exercised: ____
From _until _
The securities allotted will be listed for trading: ____
The said allotment of securities is further to _published on _and its reference number is _
☐ The security has been fully paid up and the consideration has been fully received.
☐ The security has been fully paid up, but the consideration has not been fully received.
☐ Issued for an ATM program
☐ Other.
Conversion of non-tradable restricted share units (RSU). For details see the company's shareholders meeting convening report dated 16.1.22 (Reference: 2022-01-007441).
Name of the registered holder for whom the change occurred: Mizrahi-Tefahot Company for Registrations Ltd.
2
Type of identification number: Number in the Israeli Companies Registrar Identification number: 510422249
Nature of the change: Other Conversion into shares of a third tranche of restricted share units
Date of change: 01/04/2026 Executed via the stock exchange clearing house: Yes
Type and name of security in which the change occurred: Retailors - ordinary share
Security No. on the stock exchange: 1175488
Balance of the holder in the security in the last report: 48,614,208
Balance of the holder in this security after the change: 48,665,176
Total quantity of securities in which there was a decrease/increase: 50,968
Is this a grant of rights to purchase shares No
Total consideration for securities that were allotted: ____
The stock exchange number of the share that will result from the exercise of the security: ____
Number of shares that will result from full exercise/conversion of the security: ____
Total exercise premium to be received from full exercise/conversion of the security into shares:
The period during which the security may be exercised: ____
From _until _
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.
| The securities allotted will be listed for trading: ___ |
|---|
| The said allotment of securities is further to _published on ___and its reference number is _ |
| □ The security has been fully paid up and the consideration has been fully received. |
| □ The security has been fully paid up, but the consideration has not been fully received. |
| □ Issued for an ATM program |
| □ Other. |
| ____ |
| Name of the registered holder for whom the change occurred: Altshuler Trusts Ltd. (for officers and employees) |
| --- |
| Type of identification number: Number in the Israeli Companies RegistrarIdentification number: 513901330 |
| Nature of the change: Other Conversion into shares of a second tranche of restricted share units |
| Date of change: 01/04/2026Executed via the stock exchange clearing house: No |
| Type and name of security in which the change occurred: Retailors RSU 2023 |
| Security No. on the stock exchange: 1194687 |
| Balance of the holder in the security in the last report: 62,163 |
| Balance of the holder in this security after the change: 42,223 |
| Total quantity of securities in which there was a decrease/increase: 19,940 |
| Is this a grant of rights to purchase shares No |
| Total consideration for securities that were allotted: ___ |
| The stock exchange number of the share that will result from the exercise of the security: ___ |
| Number of shares that will result from full exercise/conversion of the security: ___ |
| Total exercise premium to be received from full exercise/conversion of the security into shares: ___ |
| The period during which the security may be exercised: ___ |
| From _until _ |
| The securities allotted will be listed for trading: ___ |
| The said allotment of securities is further to _published on ___and its reference number is _ |
| □ The security has been fully paid up and the consideration has been fully received. |
| □ The security has been fully paid up, but the consideration has not been fully received. |
| □ Issued for an ATM program |
| □ Other. |
| Conversion into shares of a second tranche of non-tradable restricted share units (RSU). For details see the company's shareholders meeting convening report dated 14.2.23 (Reference: 2023-01-017286), and allotment report (amended) dated 13.3.23 (Reference: 2023-01-026613) |
| Name of the registered holder for whom the change occurred: Mizrahi-Tefahot Company for Registrations Ltd. |
| --- |
| Type of identification number: Number in the Israeli Companies RegistrarIdentification number: 510422249 |
| Nature of the change: Other Conversion into shares of a second tranche of restricted share units |
| Date of change: 01/04/2026Executed via the stock exchange clearing house: Yes |
| Type and name of security in which the change occurred: Retailors – ordinary share |
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: 1175488
Balance of the holder in the security in the last report: 48,665,176
Balance of the holder in this security after the change: 48,685,116
Total quantity of securities in which there was a decrease/increase: 19,940
Is this a grant of rights to purchase shares No
Total consideration for securities that were allotted: ____
The stock exchange number of the share that will result from the exercise of the security: ____
Number of shares that will result from full exercise/conversion of the security: ____
Total exercise premium to be received from full exercise/conversion of the security into shares:
The period during which the security may be exercised: ____
From _until _
The securities allotted will be listed for trading: ____
The said allotment of securities is further to _published on _and its reference number is _
☐ The security has been fully paid up and the consideration has been fully received.
☐ The security has been fully paid up, but the consideration has not been fully received.
☐ Issued for an ATM program
☐ Other.
Name of the registered holder for whom the change occurred: Altshuler Trusts Ltd. (for officers and employees)
Type of identification number: Number in the Israeli Companies Registrar Identification number: 513901330
Nature of the change: Expiration
Date of change: 01/04/2026 Executed via the stock exchange clearing house: No
Type and name of security in which the change occurred: Retailors RSU 2023
Security No. on the stock exchange: 1194687
Balance of the holder in the security in the last report: 42,223
Balance of the holder in this security after the change: 16,554
Total quantity of securities in which there was a decrease/increase: 25,669
Is this a grant of rights to purchase shares No
Total consideration for securities that were allotted: ____
The stock exchange number of the share that will result from the exercise of the security: ____
Number of shares that will result from full exercise/conversion of the security: ____
Total exercise premium to be received from full exercise/conversion of the security into shares:
The period during which the security may be exercised: ____
From _until _
The securities allotted will be listed for trading: ____
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.
The said allotment of securities is further to _ published on _ and its reference number is _
The security has been fully paid up and the consideration has been fully received.
The security has been fully paid up, but the consideration has not been fully received.
$\bigcirc$ Issued for an ATM program
Other.
Expiration of non-tradable restricted share units (RSU) due to non-fulfillment of the annual profit target for 2025 and/or the cumulative target. For details see the company's shareholders meeting convening report dated 14.2.23 (Reference: 2023-01-017286), and allotment report (amended) dated 13.3.23 (Reference: 2023-01-026613)
Explanations:
- If the change affects more than one security, the effect of the change on each security must be detailed on a separate line.
- Date of change - all changes of the same type, in the same security, performed on one day, will be summarized in one line. For this purpose - a distinction must be made between changes carried out via the stock exchange clearing house and changes carried out directly in the company's books.
- The change - for a decrease the sign "-" must be added.
- In all quantity fields the quantity of securities must be filled in and not NIS par value.
There was a change only in the corporation's register of holders of securities (without a 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 must be described
1 Name of the registered holder for whom the change occurred:
Type of identification number: _ Identification number: _
Date of change: _ Executed via the stock exchange clearing house: _
Type and name of security in which the change occurred:
Security No. on the stock exchange:
Quantity of the change:
Balance of the holder in this security after the change:
- The main shareholders' register as at the report date is as follows:
| No. | Name of registered shareholder | Type of identification number | Identification number | Security number on the stock exchange | Type of shares and their nominal value | Quantity of shares | Does he hold the shares as trustee |
|---|---|---|---|---|---|---|---|
| 1 | Mizrahi-Tefahot Company for Registrations Ltd. | Number in the Israeli Companies Registrar | 510422249 | 1175488 | Ordinary shares without par value each | 48,685,116 | No |
- Attached is a shareholders' register file in accordance with the provisions of Section 130 of the Companies Law, 5759 - 1999
- Attached is an updated file of the corporation's securities registers, including the register of warrant holders and the register of BONDS holders Register securities 010426 accessible is a.pdf
Details of the signatories authorized to sign on behalf of the corporation:
| Name of signatory | Position | |
|---|---|---|
| 1 | Shahar Rania | Ordinary director |
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.
| Name of signatory | Position |
|---|---|
| Avior Tavol | Chief Financial Officer |
Explanation: According to Regulation 5 of the Securities Regulations (Periodic and Immediate Reports) (5730 – 1970), a report submitted under these regulations shall be signed by those 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.
Reference numbers of previous documents on the matter (the reference does not constitute incorporation by reference):
| The corporation’s securities are listed for trading on the Tel-Aviv Stock Exchange | Date of form structure update: 06/08/2024 |
|---|---|
Short name: Retailors
Address: HaYarkon2, Bnei Brak5126012 Telephone: 03-9050100, 074-7653447Fax: 03-9050200
Email: [email protected]
Previous names of reporting entity:
Name of electronic reporter: Rania Shahar His position: Director Name of employing company: Yael Rom19, Petah Tikva4906204 Telephone: 03-9050267Fax: 03-9050200 Email: [email protected]