The Phoenix Holdings Ltd. — Proxy Solicitation & Information Statement 2026

Mar 29, 2026

Special General Assembly of Shareholders (May 4, 2026) – Grant of Options to the Company’s CEO and to the Chairperson of the Board of DirectorsThe Company has published an immediate report regarding the convening of a Special General Assembly of Shareholders, for the purpose of approving the grant of non?tradable options in the Company and in its subsidiaries to the Company’s Chief Executive Officer, as well as the grant of non?tradable options in the Company’s subsidiaries to the Chairperson of the Company’s Board of Directors.The proposed grant to the Company’s CEO includes non?tradable options in the Company and in its subsidiaries, with an aggregate economic value of NIS 1.9 million. The Company options component consists of 18,270 non?tradable options exercisable into up to 18,270 ordinary shares of the Company, which, assuming full exercise and taking into account the net?exercise mechanism, constitute approximately 0.00% of the Company’s issued and paid?up share capital (and approximately 0.00% on a fully diluted basis).In addition, the proposed grant to the Chairperson of the Company’s Board of Directors includes non?tradable options in the Company’s subsidiaries, with an aggregate economic value of NIS 1.33 million.The grants were approved by the Company’s Compensation Committee and Board of Directors and are brought for approval by the General Assembly, in accordance with applicable law and the Company’s Compensation Policy.Attached: Immediate Report regarding the convening of the Special General Assembly and Voting Paper. false

הפניקס פיננסים בע"מ	1 818
PHOENIX FINANCIAL LTD
Corporation no: 520017450	10820
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	Israel Securities Authority			Tel Aviv Stock Exchange		ת150 ( Public )		Reported via MAGNA:	29/03/2026
	www.isa.gov.il			www.tase.co.il				Reference:	2026-01-028788	Time of broadcast: 14:31 14:31

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English language report to Israeli corporateThis form is for reports that has been translated to English (convenience translation) and should be published alongside with the report in Hebrew in accordance with the Securities Regulations (Periodic and Immediate Reports), 5730 - 1970.

References of previous reports relating to this matter:   _________   _________   _________

_________

Attached hereto is a report on

Special General Assembly of Shareholders (May 4, 2026) – Grant of Options to the Company’s CEO and to the Chairperson of the Board of Directors The Company has published an immediate report regarding the convening of a Special General Assembly of Shareholders, for the purpose of approving the grant of non?tradable options in the Company and in its subsidiaries to the Company’s Chief Executive Officer, as well as the grant of non?tradable options in the Company’s subsidiaries to the Chairperson of the Company’s Board of Directors. The proposed grant to the Company’s CEO includes non?tradable options in the Company and in its subsidiaries, with an aggregate economic value of NIS 1.9 million. The Company options component consists of 18,270 non?tradable options exercisable into up to 18,270 ordinary shares of the Company, which, assuming full exercise and taking into account the net?exercise mechanism, constitute approximately 0.00% of the Company’s issued and paid?up share capital (and approximately 0.00% on a fully diluted basis). In addition, the proposed grant to the Chairperson of the Company’s Board of Directors includes non?tradable options in the Company’s subsidiaries, with an aggregate economic value of NIS 1.33 million. The grants were approved by the Company’s Compensation Committee and Board of Directors and are brought for approval by the General Assembly, in accordance with applicable law and the Company’s Compensation Policy. Attached: Immediate Report regarding the convening of the Special General Assembly and Voting Paper.

52026_Special_Assembly_-_isa.pdf

	Reference to parallel Hebrew report:	2026-01-027668
	This report was not reported in Hebrew.

Details of the authorized signatories to sign on behalf of the corporation:

	Name of the signer	Corporate Role
1	Elad Sirkis	Secretary _________

Note: According to Rule 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these Regulations will be signed by the authorized persons to sign on behalf of the corporation. For the ISA staff notice Click here .2 2

Note that the attached immediate report is a convenience translation only and the parallel Hebrew immediate report which was published on March 26, 2026 is the binding report.
References of previous documents relating to this matter(the reference does not constitute incorporation by reference):
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Stock Exchange/Market: הפניקס	Date of revision of form structure: 06/08/2024
Address: דרך השלום 53 , גבעתיים 53454   , Tel: 03-7332997 , 03-7338174 Fax: 03-7238855
E-mail address: menin@fnx.co.il
Previous names of reporting entity: הפניקס אחזקות בע"מ, הפניקס הישראלי חברה לבטוח בע"מ
Name of the Signatory: נאמן מנחם Position of Signatory in the reporting corporation: Name of Employer Company:
Address: דרך השלום 53 , גבעתיים 53454 Telephone: 03-7332997 Facsimile: 03-7238831 E-mail: menin@fnx.co.il 1