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Veridis Environment Ltd
VERIDIS ENVIRONMENT LTD
Number in the Register: 515935807

To: Israel Securities Authority
www.isa.gov.il

To: Tel Aviv Stock Exchange Ltd.
www.tase.co.il

T460 (Public)
www.tase.co.il

Transmitted via MAGNA: 25/05/2026
Reference: 2026-01-047744

Immediate report on a meeting

Regulation 36b(a) and (d), and Regulation 36c of the Securities Regulations (Periodic and Immediate Reports), 1970

Explanation: If one of the items on the agenda of the meeting is the approval of a transaction with a controlling shareholder or approval of an extraordinary proposal, there is no need to report on Form T138 in parallel.

Is it possible to vote via the electronic voting system: Yes

Note: The option in this field is only for foreign corporations (not registered in Israel), and for corporations whose securities are not listed for trading. Use of the voting system will require the corporation to process all votes received in this system.

Link to the voting system website where voting can be carried out: Voting system

Explanation: Entitled holders who are entitled to vote in the system will receive access details to the system from exchange members.

The corporation announces: Convening a meeting

Note: In the event of a change in the date of the meeting (postponement or advancement), select "Postponement of meeting" or "Postponement by court" or "Postponement to an unknown date".

The reference number of the last notice regarding the meeting is __, which was convened for the date ____

Reason for postponement or cancellation: __ ____

Explanation: Reference should be made to the reference number of the last notice of convening or postponing the meeting

Type of security Share

Name of the security granting entitlement: Veridis

The security number on the Stock Exchange that entitles its holder to participate in the meeting 1176387

Record date for entitlement to participate and vote at the meeting: 01/06/2026

Explanation: If a meeting is required for more than one security, a T460 report must be filed for each additional security separately. Reports in which additional security numbers are specified will require submission of a corrective report.

On the date: 24/05/2026

It was decided on Convening a meeting Annual meeting ______,

which will convene on Monday the date: 29/06/2026 at: 15:00

At the address: 1 Aba Even Blvd., Herzliya

Agenda:

Explanation: The numbering of the agenda items will be according to their order of appearance in the meeting convening report if attached as a file.

Items/resolutions to be raised at the meeting:

The item / resolution and its details:

Discussion of the company's Periodic report for 2025

Declaration: No suitable classification field exists

Attention: A value from this table determines the wording of the shareholder's declaration in the internet voting system. For the conversion table click here

Gender: __

Attention: This field can be filled in only when the resolution is for the appointment of an external director only.

There is no obligation to indicate gender.

Type and ID number

Explanation: For resolutions relating to a director's term of office, the director's ID number must be entered.

Is it a transaction between the company and a controlling shareholder therein as stated in Sections 275 and 320(f) of the Companies Law? No

Does the transaction include a private offering __

With regard to how this section is to be completed and the exemption granted to companies from parallel reporting on an additional form, see the notice to companies published on this matter at the following link: Link

Explanation of the section in the Companies Law or in the Securities Law or in another law for approval of the resolution Section 60(b) of the Companies Law, 1999

Explanation: For a transaction with a controlling shareholder that does not fit any field in the table of law sections, select the field "Declaration: No suitable classification field exists" and select "Yes" for a transaction with a controlling shareholder.

Only in the case of a BONDS meeting or where this is not a transaction with a controlling shareholder and no suitable field is found in the table, an explanation must be given and the relevant sections of law under which the resolution is required should be specified.

Does the item require disclosure of an affiliation or another characteristic of the voting shareholder: No

Attention: These values can be selected only where "Declaration: No suitable classification field exists" was marked in the previous table and this is not a transaction between the company and its controlling shareholder.

In the case of a BONDS meeting

It was decided on the existence of another matter: __

Details of the other matter

Attention: The details of the other matter determine the wording of the declaration that will be included in the internet voting system. A question should be formulated whose answer will be in the format "Yes"/"No". The question will appear in the voting system adjacent to the resolution on the agenda and the voter will have the option to choose between "Yes"/"No" and the option to add details if the answer is "Yes".

Request for additional details from the holders:

It was decided to require additional details from the holders: No

Details of the additional details required from the holders or the manner of convening the meetings (in the case of a meeting under Section 350):

Attention: This field determines the wording of the request for additional details to be included in the internet voting system. The voter will have the option to add the details in a text field.

☐ Disclosure amendment

☐ Minor change or one that only benefits the company compared with the wording of the resolution specified in the last report

☐ Removed from the agenda

☐ The item was discussed at a previous meeting

☐ Change of item / addition of a new item to the agenda by order of the Court

☐ Change of item / addition of a new item to the agenda pursuant to Regulation 5b of the Companies Regulations

☐ (Notice and Announcement of a General Meeting and Class Meeting in a Public Company and Addition of an Item to the Agenda), 2000

☐ Addition of a new item to the agenda after the record date due to a technical error, as follows:

Explanation: After the record date it is not possible to amend a resolution except for an amendment to the terms of the transaction that improves the company or a minor change. Likewise, after the record date it is not possible to add new items to the agenda except by order of the Court or in accordance with Regulation 5b of the Notice and Announcement Regulations.

The resolution on the agenda is presented for information only

Type of majority required for approval _ _

Will the percentage holdings of the controlling shareholder in the corporation's shares grant the controlling shareholder the majority required to adopt the proposed resolution on the item __

The item / resolution and its details:

Re-appointment of the auditing accountant and receipt of a report regarding his fee

Declaration: No suitable classification field exists

Attention: A value from this table determines the wording of the shareholder's declaration in the internet voting system. For the conversion table click here

Gender: __

Attention: This field can be filled in only when the resolution is for the appointment of an external director only.

There is no obligation to indicate gender.

Type and ID number

Explanation: For resolutions relating to a director's term of office, the director's ID number must be entered.

Is it a transaction between the company and a controlling shareholder therein as stated in Sections 275 and 320(f) of the Companies Law? No

Does the transaction include a private offering __

Explanation of the section in the Companies Law or in the Securities Law or in another law for approval of the resolution Sections 60(b) and 154(b) of the Companies Law, 1999

Does the item require disclosure of an affiliation or another characteristic of the voting shareholder: No

In the case of a BONDS meeting

It was decided on the existence of another matter: __

Details of the other matter

Request for additional details from the holders:

It was decided to require additional details from the holders: No

Details of the additional details required from the holders or the manner of convening the meetings (in the case of a meeting under Section 350):

Attention: This field determines the wording of the request for additional details to be included in the internet voting system. The voter will have the option to add the details in a text field.

Disclosure amendment
Minor change or one that only benefits the company compared with the wording of the resolution specified in the last report
Removed from the agenda
The item was discussed at a previous meeting
Change of item / addition of a new item to the agenda by order of the Court

Change of item / addition of a new item to the agenda pursuant to Regulation 5b of the Companies Regulations

(Notice and Announcement of a General Meeting and Class Meeting in a Public Company and Addition of an Item to the Agenda), 2000
Addition of a new item to the agenda after the record date due to a technical error, as follows:

The resolution on the agenda is presented for voting

Type of majority required for approval Ordinary majority

Will the percentage holdings of the controlling shareholder in the corporation's shares grant the controlling shareholder the majority required to adopt the proposed resolution on the item No

The item / resolution and its details:

Approval of an updated compensation policy for the officers of the company

Approval of a compensation policy pursuant to Section 267A(a) of the Companies Law

Attention: A value from this table determines the wording of the shareholder's declaration in the internet voting system. For the conversion table click here

Gender: __

Attention: This field can be filled in only when the resolution is for the appointment of an external director only.

There is no obligation to indicate gender.

Type and ID number

Explanation: For resolutions relating to a director's term of office, the director's ID number must be entered.

Is it a transaction between the company and a controlling shareholder therein as stated in Sections 275 and 320(f) of the Companies Law? No

Does the transaction include a private offering

Explanation of the section in the Companies Law or in the Securities Law or in another law for approval of the resolution

Does the item require disclosure of an affiliation or another characteristic of the voting shareholder: __

In the case of a BONDS meeting

It was decided on the existence of another matter:

Details of the other matter

Request for additional details from the holders:

It was decided to require additional details from the holders: No

Details of the additional details required from the holders or the manner of convening the meetings (in the case of a meeting under Section 350):

Attention: This field determines the wording of the request for additional details to be included in the internet voting system. The voter will have the option to add the details in a text field.

Disclosure amendment

☐ Minor change or one that only benefits the company compared with the wording of the resolution specified in the last report
☐ Removed from the agenda
☐ The item was discussed at a previous meeting
☐ Change of item / addition of a new item to the agenda by order of the Court
☐ Change of item / addition of a new item to the agenda pursuant to Regulation 5b of the Companies Regulations (Notice and Announcement of a General Meeting and Class Meeting in a Public Company and Addition of an Item to the Agenda), 2000
☐ Addition of a new item to the agenda after the record date due to a technical error, as follows:

The resolution on the agenda is presented for voting

Type of majority required for approval Not an ordinary majority As specified in Section 3.2 of the convening report

Will the percentage holdings of the controlling shareholder in the corporation's shares grant the controlling shareholder the majority required to adopt the proposed resolution on the item No

The item / resolution and its details:

Extension of the validity of exemption and indemnification letters of the controlling shareholder in the company

Declaration: No suitable classification field exists

Attention: A value from this table determines the wording of the shareholder's declaration in the internet voting system. For the conversion table click here

Gender: _____

Attention: This field can be filled in only when the resolution is for the appointment of an external director only.

There is no obligation to indicate gender.

Type and ID number

Explanation: For resolutions relating to a director's term of office, the director's ID number must be entered.

Is it a transaction between the company and a controlling shareholder therein as stated in Sections 275 and 320(f) of the Companies Law? Yes

Does the transaction include a private offering No

Explanation of the section in the Companies Law or in the Securities Law or in another law for approval of the resolution

Does the item require disclosure of an affiliation or another characteristic of the voting shareholder: __

In the case of a BONDS meeting

It was decided on the existence of another matter: __

Details of the other matter

Request for additional details from the holders:

It was decided to require additional details from the holders: No

Details of the additional details required from the holders or the manner of convening the meetings (in the case of a meeting under Section 350):

Attention: This field determines the wording of the request for additional details to be included in the internet voting system. The voter will have the option to add the details in a text field.

Disclosure amendment

Minor change or one that only benefits the company compared with the wording of the resolution specified in the last report

Removed from the agenda

The item was discussed at a previous meeting

Change of item / addition of a new item to the agenda by order of the Court

Change of item / addition of a new item to the agenda pursuant to Regulation 5b of the Companies Regulations

(Notice and Announcement of a General Meeting and Class Meeting in a Public Company and Addition of an Item to the Agenda), 2000

Addition of a new item to the agenda after the record date due to a technical error, as follows:

The resolution on the agenda is presented for voting

Type of majority required for approval Not an ordinary majority As specified in Section 3.3 of the convening report

Will the percentage holdings of the controlling shareholder in the corporation's shares grant the controlling shareholder the majority required to adopt the proposed resolution on the item No

The item / resolution and its details:

Granting exemption and indemnification letters to an independent director of the company, Mr. Ehud (Udi) Adam

Transaction with a director concerning the terms of his office and employment pursuant to Section 273(a) of the Companies Law

Attention: A value from this table determines the wording of the shareholder's declaration in the internet voting system. For the conversion table click here

Gender: __

Attention: This field can be filled in only when the resolution is for the appointment of an external director only.

There is no obligation to indicate gender.

Type and ID number

Explanation: For resolutions relating to a director's term of office, the director's ID number must be entered.

Is it a transaction between the company and a controlling shareholder therein as stated in Sections 275 and 320(f) of the Companies Law? No

Does the transaction include a private offering No

Explanation of the section in the Companies Law or in the Securities Law or in another law for approval of the resolution

Does the item require disclosure of an affiliation or another characteristic of the voting shareholder: __

In the case of a BONDS meeting

It was decided on the existence of another matter: __

Details of the other matter

Request for additional details from the holders:

It was decided to require additional details from the holders: No

Details of the additional details required from the holders or the manner of convening the meetings (in the case of a meeting under Section 350):

Attention: This field determines the wording of the request for additional details to be included in the internet voting system. The voter will have the option to add the details in a text field.

☐ Disclosure amendment

☐ Minor change or one that only benefits the company compared with the wording of the resolution specified in the last report

☐ Removed from the agenda

☐ The item was discussed at a previous meeting

☐ Change of item / addition of a new item to the agenda by order of the Court

☐ Change of item / addition of a new item to the agenda pursuant to Regulation 5b of the Companies Regulations

☐ (Notice and Announcement of a General Meeting and Class Meeting in a Public Company and Addition of an Item to the Agenda), 2000

☐ Addition of a new item to the agenda after the record date due to a technical error, as follows:

The resolution on the agenda is presented for voting

Type of majority required for approval Ordinary majority

Will the percentage holdings of the controlling shareholder in the corporation's shares grant the controlling shareholder the majority required to adopt the proposed resolution on the item No

3.2. Additional information regarding the resolutions on transactions with a controlling shareholder in accordance with the Securities Regulations (Transaction between a company and its controlling shareholder):

3.2.1. Date of approval of the transaction by the Board of Directors 24/05/2026

3.2.2. Reference number of the preliminary report , date of its submission

Main changes made in this report compared to the latest wording of the preliminary report:

Explanation: To be completed if a preliminary report was submitted

3.2.3. Type of transaction

No.	Type of transaction
1	Indemnification, exemption and/or insurance

3.2.4. Date the transaction comes into force

3.2.5. $\bigcirc$ Transaction that is not for the provision of services/terms of office and employment

Length of the transaction period in months

$\bigcirc$ Transaction for the provision of services/terms of office and employment

Length of the transaction period in months 36

3.2.6. To the report not financial statements were attached according to Regulation 6(f) of the Securities Regulations (Transaction between a company and its controlling shareholder); name of the accountant

The review report/opinion of the accountant on the attached financial statements is identical to the originally signed copy delivered to the company.

If financial statements were not attached, specify the reason The corporation is a public company

3.3. No professional opinions were attached to the report:

No.	Name of the opinion giver	Validity date of the opinion
1

Attachment of the meeting convening report: report_isa.pdf

Attachments

4.1 Attachment of a file including the wording of the voting deed / position statements: proxy_2026_isa.pdf

YesWording of voting deed

NoPosition statements

Explanation: If a voting deed and/or position statement is attached, ensure that they are drafted in accordance with the Companies Regulations (Written Voting and Position Statements), 2005. The company must compile all position statements (as defined in Section 88 of the Companies Law) into one file, in which the date of publication of the statement, the identity of the sender, and a reference to the relevant page in the consolidated file will be noted.

4.2 Attachment of a file including candidates' declarations / other accompanying documents:

Declaration of the candidate to serve as a director in the corporation

Declaration of independent director

Declaration of external director

Declaration of appointment of representative to the trusteeship

Amended deed of trust

Application for approval of a creditors' arrangement pursuant to Section 350

Other

The legal quorum for holding the meeting:

A legal quorum shall be constituted when there are present, in person or by proxy, at least two shareholders holding or representing together at least thirty-three percent (33%) of the voting rights in the company, within half an hour from the time set for the opening of the meeting.

In the absence of a legal quorum, the adjourned meeting shall be held on 06/07/2026, at 15:00,

At the address: 1 Aba Even Blvd., Herzliya.

In the absence of a legal quorum the meeting will not be held.

Place and times at which each proposed resolution whose full wording is not set out above in the agenda summary may be inspected

At the offices of the company at 1 Aba Even Blvd., Herzliya, Sunday to Thursday, during normal business hours, and after prior coordination with Hagit Benesh, Legal Counsel and Company Secretary, by telephone: 09-9520000.

Meeting identifier: ____

Note: The meeting identifier is the reference number of the initial report. In the initial report on the meeting, this field remains blank.

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

	Name of signatory	Position
1	Beni Bar-On	Chief Financial Officer
2	Hagit Benesh	Other Legal Counsel and Company Secretary

Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these Regulations shall 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.

Reference numbers of previous documents on the subject (the reference does not constitute incorporation by reference):

The corporation's securities are listed for trading on the Tel Aviv Stock Exchange

Form structure update date: 09/12/2025

Short name: Veridis

Address: Aba Even Blvd.1, Herzliya4672519 Telephone: 09-9520000, Fax: 09-9520001

E-mail: [email protected] Company website:veridis.co.il

Previous names of reporting entity:

Name of electronic reporter: Benesh Avrahami HagitPosition: Legal Counsel and Company SecretaryName of employing company: T.M.M. Integrated Recycling Industries Ltd.

Address: Aba Even1, Herzliya4672519Telephone: 09-9520000Fax: 09-9520001E-mail: [email protected]

AI assistant

Veridis Environment Ltd. Proxy Solicitation & Information Statement 2026

7105_rns_2026-05-25_bf445d9c-8317-4a93-9819-4116d6b9c174.pdf

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

Details of the other matter

Request for additional details from the holders:

Disclosure amendment

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

AI assistant

Veridis Environment Ltd. — Proxy Solicitation & Information Statement 2026

7105_rns_2026-05-25_bf445d9c-8317-4a93-9819-4116d6b9c174.pdf

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

Details of the other matter

Request for additional details from the holders:

Disclosure amendment

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

Type and ID number

In the case of a BONDS meeting

Request for additional details from the holders:

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Veridis Environment Ltd. Proxy Solicitation & Information Statement 2026