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G. Willi-Food International Ltd. Proxy Solicitation & Information Statement 2026

Feb 18, 2026

7113_rns_2026-02-18_028062b4-fabd-4ccb-8ae1-4eada9789200.pdf

Proxy Solicitation & Information Statement

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G. WILLI-FOOD INTERNATIONAL LTD.

This Proxy is solicited on behalf of the Board of Directors

The undersigned shareholder of G. WILLI-FOOD INTERNATIONAL LTD. (the "Company") does hereby appoint Mr. Joseph Williger and/or Mr. Yitschak Barabi with full power of substitution and revocation, to vote, as designated below, all of the Ordinary Shares of the Company which the undersigned is entitled to vote at the Special Meeting of Shareholders of the Company (the "Meeting"), to be held at the offices of the Company, 4 Nahal Harif Street, Northern Industrial Zone, Yavne 8122216 Israel, on March 24, 2026, at 4 p.m. Israel time, and at any adjournment thereof, upon:

(Continued and to be signed on the reverse side)

14475 1.1

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PROXY CARD FOR SPECIAL MEETING OF SHAREHOLDERS OF

G. WILLI-FOOD INTERNATIONAL LTD.

March 24, 2026

GO GREEN

e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via equiniti.com/us/ast-access to enjoy online access.

Please sign, date and mail your proxy card in the envelope provided as soon as possible.

Please detach along perforated line and mail in the envelope provided. ------------------ ----------------

00030203020302000000 0 032426

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PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE
FOR
AGAINST ABSTAIN
1. To approve the terms of office of Mrs. Karin Williger, daughter of Mr. Joseph
Williger, as the Company's head of business optimization and business
development, commencing January 1, 2026.
YES
NO
Do you have a personal interest in the approval of proposal 1?
(MUST BE COMPLETED FOR VOTE TO BE COUNTED).
FOR AGAINST ABSTAIN
2. To approve an extension for a three (3) year period of the Services
Agreement between the Company and Willi-Food Investments Ltd., the
Company's controlling shareholder, commencing on January 1, 2026.
YES
NO
Do you have a personal interest in the approval of proposal 2?
(MUST BE COMPLETED FOR VOTE TO BE COUNTED).
FOR AGAINST ABSTAIN
3. To elect Ms. Michal Fishler Mund as an external director of the Company,
replacing Ms. Ayelet Nir, for a first term of three (3) years commencing on
June 1, 2026.
YES
NO
Are you a controlling shareholder in the Company (as defined in the Israeli
Companies Law) or do you have a personal interest in the approval of
proposal 3? (MUST BE COMPLETED FOR VOTE TO BE COUNTED).
To change the address on your account, please check the box at right and
indicate your new address in the address space above. Please note that
changes to the registered name(s) on the account may not be submitted via
this method.
The undersigned hereby acknowledges receipt of a copy of the accompanying Notice of Special
Meeting of Shareholders and Proxy Statement, and hereby revokes any proxy or proxies
heretofore given:
Signature of Shareholder
Date:
Signature of Shareholder
Date:
Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full
title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.