M.Yochananof and Sons (1988) Ltd. — Board/Management Information 2026

May 31, 2026

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.

M. Yohananof and Sons (1988) Ltd.

("The Company")

May 31, 2026

To

The Tel-Aviv Stock Exchange Ltd.

Via MAGNA

To

The Israel Securities Authority

Via MAGNA

Dear Sir/Madam,

Subject: Appointment of Chairman of the Board of Directors and determination of the terms of his tenure

On May 31, 2026, the Company's Board of Directors decided to appoint Mr. Yoav Pridor as the Chairman of the Company's Board of Directors, effective immediately. Mr. Pridor has many years of experience in the fields of business strategy, advertising, digital, customer experience, and innovation, and the Company's Board of Directors believed that Mr. Pridor's skills and experience would contribute to the Company.

Following the Board of Directors' decision on the aforementioned appointment, the Compensation Committee and the Company's Board of Directors approved, in accordance with the provisions of Regulation 1A(2) of the Companies Regulations (Relief in Transactions with Interested Parties), 5760-2000 ("Relief Regulations"), the compensation to which Mr. Pridor will be entitled as Chairman of the Board of Directors, as well as his eligibility for exemption, insurance, and indemnification arrangements for officers as is customary in the Company, as detailed below:

1. Compensation for the Tenure

In accordance with the decision of the Audit Committee and the Company's Board of Directors, Mr. Pridor will be entitled to an annual compensation in accordance with the 'maximum amount' and participation compensation in accordance with the 'fixed amount', all in accordance with the provisions of the Companies Regulations (Rules Regarding Compensation and Expenses for an External Director), 5760-2000 ("Compensation Regulations"), according to the rank the Company is classified into from time to time. He will also be entitled to be included in the Company's directors and officers liability insurance policy, a letter of undertaking for indemnification, and a letter of exemption, in accordance with the version applicable to officers who are not related to the controlling shareholders of the Company, as they may be from time to time and as approved by the Company's authorized organs. It is clarified that such compensation is identical to the compensation paid to all directors in the Company who do not hold additional positions in the Company, including external directors.

2. Summary of the Compensation Committee and Board of Directors' Reasons

A. In the opinion of the Compensation Committee and the Company's Board of Directors, it is clear that a director in the Company should be entitled to compensation for his tenure and that the exemption and indemnification arrangements customary in the Company for officers should apply to him;

B.

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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.

The compensation to be paid to Mr. Pridor does not exceed the maximum amount according to Regulations 4, 5, and 7 of the Compensation Regulations and is identical to the compensation paid to all directors in the Company who do not hold additional positions in the Company, including external directors;

C. The aforementioned insurance, indemnification, and exemption arrangements comply with the provisions of the Company's compensation policy and apply to all officers of the Company who are not controlling shareholders therein.

Respectfully,

M. Yohananof and Sons (1988) Ltd.

Signed by: Oz Yosef, CFO

Hezi Sidon, VP, General Counsel and Company Secretary

10 Moti Kind St., Centro Building, Rehovot 7638519 Telephone: 076-8175717

5/31/2026 | 10:19:32 AM | v1.2.5