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Sella Capital Real Estate Ltd.

Major Shareholding Notification Dec 9, 2025

7040_rns_2025-12-09_dac6c76e-c0ed-4901-a820-9863731fc2d5.pdf

Major Shareholding Notification

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SELLA CAPITAL REAL ESTATE LTD

Registration Number: 513992529

To:

Form Number: T087 (Public)

Reported on MAGNA: 09/12/2025

Reference: 2025-01-097946

Share Capital Status, Granting Rights to Acquire Shares and Registers of Securities of the Corporation and Changes Therein

Regulation 31E to the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 31(a) to the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 31(b1) to the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 32 to the Securities Regulations (Periodic and Immediate Reports), 1970

Nature of the Change:
-- -- -----------------------

Redemption of warrants (Series 4) into shares

Explain: A brief description of the nature of the change

Reference numbers of previous reports on this topic: _________ , _________ , _________

  1. The corporation's securities status after the change:
Name and Type
of Security
Tel Aviv Stock
Exchange
Number
Quantity in
Registered
Capital
Issued and Paid-up
Capital - Last Report
Current
Quantity
Quantity listed in the
name of the Registration
Company
Ordinary Share 1109644 1,000,000,000 238,956,500 238,973,343 238,973,343
Unregistered
Warrants
1120948 5,308,765 5,308,765 0
BONDS Series 3 1138973 1,145,092,553 1,145,092,553 1,145,092,553
BONDS Series 4 1167147 1,102,771,353 1,102,771,353 1,102,771,353
Commercial
Papers Series 1
1157189 120,000,000 120,000,000 120,000,000
Commercial
Papers Series 2
1203975 130,000,000 130,000,000 130,000,000
BONDS Series 5 1205087 441,575,040 441,575,040 441,575,040
Warrants Series 4 1205095 17,175,115 17,158,272 17,158,272
Sella Real Estate
Employees
1205582 339,000 339,000 0

Explain: All the securities of the company should be listed, including securities not listed for trading.

2. The corporation announces:

On the date: 08/12/2025

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.

There has been a change in the quantity and in the register of securities holders (including rights to acquire shares) of the corporation as a result of:

Description of the nature of the change: Redemption of warrants (Series 4) into shares

Explain: A description of the whole transaction or the action causing the change in the corporation's securities.

Section regarding the specific change 1. Name of the registered holder affected: The Company for Registration of the Tel Aviv Stock Exchange Ltd. Type of ID: Company Number in Israel ID Number: 515736817 Nature of change: Exercise of warrants Date of change: 08/12/2025 Conducted via stock exchange clearinghouse: Yes Type and name of security changed: Ordinary Shares Securities Number: 1109644 Holder balance in latest report: 238,956,500 Holder balance after the change: 238,973,343 Total quantity of securities increased/decreased: 16,843 Is this a grant of rights to purchase shares: No Total consideration for securities allocated: _________ Securities Number of share derived from exercising the security: _________ Number of shares resulting from exercise/full conversion of the security: _________

Total additional consideration from exercise/full conversion to shares: _________

The period during which the security can be exercised: _________

From date: Until date:
Will the allocated securities be registered for trading:
The allocation of these securities is a continuation of, published on, reference number
[ ] Security was paid in full and all the consideration was received. [ ] Security was paid in full, but consideration was not fully
received. [ ] Allocated for ATM program. [ ] Other. Explanation:
2. Name of the registered holder affected:
The Company for Registration of the Tel Aviv Stock Exchange Ltd.
Type of ID: Company Number in Israel
ID Number: 515736817
Nature of change: Exercise of warrants
Date of change: 08/12/2025
Conducted via stock exchange clearinghouse: Yes
Type and name of security changed: Warrants Series 4
Securities Number: 1205095
Holder balance in latest report: 17,175,115
Holder balance after the change: 17,158,272
Total quantity of securities increased/decreased: 16,843
Is this a grant of rights to purchase shares: No
Total consideration for securities allocated:
Securities Number of share derived from exercising the security:
Number of shares resulting from exercise/full conversion of the security:

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

The period during which the security can be exercised:
From date: Until date:
Will the allocated securities be registered for trading:
The allocation of these securities is a continuation of, published on, reference number
[ ] Security was paid in full and all the consideration was received. [ ] Security was paid in full, but consideration was not fully
received. [ ] Allocated for ATM program. [ ] Other. Explanation:

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

Explanations

    1. If the change affects more than one security, the effect of the change must be detailed in a separate line for each security.
    1. Date of change all changes of the same type, in the same security, done on one day, will be summarized in one line. For this a distinction should be made between changes done through the exchange clearinghouse and those performed directly in the company records.
    1. For a decrease, add the sign "-".

version. For more information, please review the legal disclaimer.

  1. All quantity fields must state the quantity of security and not the NIS par value.

3. Main points from the shareholders register at reporting date are as follows:

# Name of registered Type of Identification TASE Type of shares Quantity of Is the shareholder
shareholder identification number Security No. and par value shares a trustee?
1
  1. Attached is the shareholder register file in accordance with Section 130 of the Companies Law, 1999

(pdf.isa_דיווחים מידיים/2025/ת/087/09.12.2025-מרשםבעלימניות:/Z](pdf.isa_מרשםבעלימניות]

Alt: Shareholder register file PDF attached

5. Attached is an updated file of registers of the corporation's securities, including register of warrant holders and bond holders

(pdf.isa_דיווחים מידיים/2025/ת/087/09.12.2025-מרשםניירות:/Z](pdf.isa_מרשםניירות]

Alt: Updated securities registers file PDF attached

Authorized Signatories on behalf of the Corporation:

# Name Position
1 Lior Wilensky Legal Advisor of the Company
2 Dror Yehuda Chief Financial Officer

Explanation: According to Regulation 5 to 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. Staff position on the matter can be found on the Authority's website: Click here.

Previous names of the reporting entity:

Reported electronically by: Yehuda Dror Position: Chief Financial Officer

Address: Zabotinsky 7, Ramat Gan, 52520 Phone: 03-5759222 Fax: 03-6131659 Email: [email protected]

Note: The securities of the corporation are registered for trading on the Tel Aviv Stock Exchange.

Form structure update date: 06/08/2024

Short name: ן"נדל קפיטל סלע) Sella Capital Real Estate)

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.

[End of translation]

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