#Israel #Netanya #Cellcom Israel Ltd. #Eli Adadi #TASE CEL

Announcement of Special General Meeting by Cellcom Israel Ltd.

Cellcom Israel Ltd., identified by its TASE ticker symbol CEL, has announced the convening of a pivotal Special General Meeting scheduled for Thursday, June 26, 2025, at 3:00 PM Israel Time. The venue for this meeting will be at the company's offices located at 10 Ha'gavish Street, Netanya, Israel. Should further discussions be needed, a follow-up meeting will take place on Thursday, July 3, 2025, following the same timing and location.

Key Agenda Items

The main focus of this General Meeting is to seek shareholder approval on two critical points:
1. Approval of Compensation Policy:
The agenda includes the proposal to approve a Compensation Policy for company officers, which will span three years starting from the date of approval during this General Meeting. This policy is outlined in detail in Appendix A of the General Meeting summon.

2. Terms of Employment for CEO:
Secondly, the shareholders will vote on revised terms of employment for the CEO, Mr. Eli Adadi. This amendment seeks approval for an updated target bonus mechanism, contingent upon the acceptance of the newly proposed Compensation Policy.

Voting Instructions

For shareholders wishing to partake in the voting process, the summon statement and the corresponding voting card— released by Cellcom earlier on May 21, 2025—are available for review online. Interested parties can access these documents via the Magna distribution website at Magna ISA as well as the Tel Aviv Stock Exchange's site at Maya TASE.

It’s crucial to note that specific instructions outlined in Section 4.10 of the summon statement provide guidance for shareholders whose shares are not held with a TASE Clearinghouse member, but through a Depositary Trust Company (DTC) member, or directly via the company's U.S. transfer agent, the American Stock Transfer Trust Company.

Unregistered shareholders also have the option of casting their votes through an Electronic Voting System. This system will remain open for voting up until six hours before the scheduled start of the General Meeting. Unregistered shareholders can also verify their ownership certificates through this system.

For those opting for physical voting methods, a voting card must be filled out and returned to the company's offices by registered mail. This process must include any requisite certificates of ownership and should be submitted at least four hours before the start time of the General Meeting.

Conclusion

The upcoming Special General Meeting is a significant opportunity for Cellcom Israel Ltd. shareholders to shape the future of the company’s executive compensation practices and ensure that the leadership is aligned with the strategic goals. Anyone with shares in Cellcom is encouraged to stay informed and participate actively in these governance decisions.

If you have any questions or need further assistance regarding the meeting or voting process, please reach out to the following contacts:

• - Gadi Attias, Chief Financial Officer - [email protected] | Tel: +972-52-998-4774
• - Elad Levy, Investor Relations Manager - [email protected] | Tel: +972-52-998-4774

Stay engaged and make your voice heard in this essential governance event!