M.Yochananof and Sons (1988) Ltd. — Proxy Solicitation & Information Statement 2026

Mar 30, 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. Yochananof and Sons (1988) Ltd.

Registrar number: 511344186

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

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

T460 (Public)
Transmitted by MAGNA: 29/03/2026
Reference: 2026-01-028885

The corporation will schedule the report for publication on 30/03/2026 08:35

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 the approval of an extraordinary proposal, there is no need for a parallel T138 report.

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

Note: The option to choose 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 obligate the corporation to process all the votes received in this system.

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

Explanation: Eligible persons entitled to vote in the system will receive the access details to the system from the members of the Stock Exchange.

The corporation announces: Convening a meeting

Note: In the event of a change in the date of the meeting (postponement or bringing forward) "Postponement of meeting" or "Postponement by court" or "Postponement to an unknown date" must be selected.

The reference number of the last notice of the meeting is _, which was convened for the date _.

Reason for postponement or cancellation: ____

Explanation: Reference must be made to the reference number of the last notice of convening or postponement of the meeting.

1. Type of security Share

Name of the qualifying security: Yochananof

The Stock Exchange security number entitling its holder to participate in the meeting 1161264

The record date for eligibility to participate and vote in the meeting: 06/04/2026

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

1. On the date: 29/03/2026

It was decided on Convening a meeting Special meeting __,

which will convene on Monon the date: 04/05/2026 at: 11:00

At the address: Company offices, 10 Moti Kind Street, Rehovot

1. On the agenda:

Explanation: The numbering of the items on the agenda will be in accordance with their order of appearance in the meeting notice report if attached as a file.

Items/resolutions to be raised at the meeting:

1

The subject / resolution and its details:

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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.

Approval of the grant of a bonus to the Head of the Legal Department and Company Secretary

Approval of terms of office and employment for an officer contrary to the compensation policy pursuant to section 272(c) (2) of the Companies Law

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

Gender: __

Attention: Filling in this field is possible only when the resolution is for the appointment of an external director only. There is no obligation to specify gender.

Type and identification number

Explanation: In resolutions relating to the tenure of a director, the director's identification number must be entered.

Is this a transaction between the company and its controlling shareholder as stated in sections 275 and 320(f) of the Companies Law? No

Does the transaction include a private offering No

Regarding how to fill in this section and the exemption granted to companies from a parallel report of an additional form, see the notice to companies published regarding this matter at the following link: Link

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

Explanation: For a transaction with a controlling shareholder that does not fit any field in the table of statutory provisions, select the field "Declaration: There is no suitable field for classification" and select "Yes" for a transaction with a controlling shareholder.

Only in the case of a BONDS meeting (series 7) where it is not a transaction with a controlling shareholder, and no suitable field is found in the table, should the relevant statutory provisions on the basis of which the resolution is required be explained and detailed.

Does the subject require disclosure of affiliation or other characteristic of the voting shareholder: __

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

In the case of a BONDS meeting

It was decided that there is 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 online voting system. A question must be formulated so that the answer will be in the format "Yes"/"No". The question will appear in the voting system alongside the resolution on the agenda, and the voter will have the option to choose between "Yes"/"No" and the option to add details where 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 requirement for additional details that will be included in the online voting system. The voter will have the option to add details in a free text field.

☐ Correction of disclosure

☐ Minor change or one that only serves to benefit the company compared with the wording of the resolution detailed in the last report

☐ Removed from the agenda

☐ The subject was discussed at a previous meeting

☐ Change of subject / addition of new subject to the agenda by court order

Change of subject / addition of new subject 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 a Subject to the Agenda), 2000

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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.

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

Explanation: After the record date, no amendment may be made to the resolution except for an amendment to the terms of the transaction that is beneficial to the company or a minor change. Likewise, after the record date, no new subjects may be added to the agenda except by court order or in accordance with Regulation 5b of the Notice and Announcement Regulations.

The resolution on the agenda is brought to a vote

Type of majority required for approval Not an ordinary majority

An ordinary majority of the votes of the shareholders entitled to vote and participating in the vote, provided that one of the following is met: (a) The count of the majority votes at the general meeting will include a majority of all the votes of the shareholders who are not controlling shareholders of the company or who do not have a personal interest in approving the compensation policy, participating in the vote; in counting all the votes of the said shareholders, abstentions shall not be taken into account; (b) The total number of dissenting votes among the shareholders referred to in subsection (a) did not exceed two percent (2%) of all the voting rights in the company.

Will the percentage of holdings of the controlling shareholder in the corporation's shares grant the controlling shareholder the majority required for adoption of the proposed resolution on the subject No

Attachment of the meeting notice report: MeetingNotice300326.pdf

4. Attachments

4.1 Attachment of a file including the text of a proxy card / position statements: ProxyCard300326.pdf

YesText of proxy card

NoPosition statements

Explanation: If a proxy card and/or a position statement is attached, it must be ensured that they are drafted in accordance with the Companies Regulations (Written Voting and Position Statements), 2005. The company must consolidate all the position statements (as defined in section 88 of the Companies Law) in a single file in which the publication date of the statement, from whom it was received, and a reference to the relevant page in the consolidated file will be indicated.

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

• Declaration of the candidate to serve as a director in the corporation
• Declaration of an independent director

• Declaration of an external director

• Declaration of appointment of a representative to the trustees' committee

• Amended trust deed
• Application for approval of a creditors' arrangement under section 350
• Other

5. The legal quorum for holding the meeting:

A legal quorum at the meeting will be formed when there are present, in person or by proxy, two (2) or more shareholders holding at least twenty-five percent (25%) of the voting rights, within half an hour from the time set for the opening of the meeting..

6. In the absence of a legal quorum, the adjourned meeting will be held on 11/05/2026, at 11:00,

At the address: Company offices, 10 Moti Kind Street, 6th floor, Rehovot..

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

7. The place and times at which any proposed resolution whose wording has not been fully set out in the agenda above may be reviewed

Company offices, 10 Moti Kind Street, 6th floor, Rehovot, between 10:00-16:00 by prior arrangement with Adv. Hezi Sidon.

Meeting ID:

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

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

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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.

	Name of signatory	Position
1	Oz Yosef	Chief Financial Officer
2	Hezi Sidon	Other
Head of the Legal Department and Company Secretary

Explanation: According to Regulation 5 of the Securities Regulations (Periodic and Immediate Reports) (1970), a report submitted pursuant to these regulations will be signed by those authorized to sign on behalf of the corporation. Staff's position on the matter can be found on the Authority's website: click here.

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

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

Form structure last update date: 09/12/2025

Short name: Yochananof

Address: Kind Moti10, Rehovot7638519 Telephone: 076-8175717, Fax: 08-9448179

Email: Hezi@yochananof.co.il Company website: www.yochananof.co.il

Previous names of reporting entity:

Name of electronic filer: Sidon HeziPosition: Legal Counsel and Company SecretaryName of employing company:

Address: Moti Kind10, Rehovot7638519Telephone: 076-8175717Fax: 08-9448179Email: hezi@yochananof.co.il