BANK LEUMI OF LTD.

Annual Report for 2018 Regulations Chapter

This is a translation from the Hebrew. It has been made for convenience purposes alone. In case of any discrepancy, the Hebrew version shall prevail.

Regulation No. Page 9, 9(c) Financial Statements and Independent Auditors’ Opinion 1 1, 7 and 25A The Corporation’s Details, including Registered Address 1 10C Use of the Consideration of Securities 2 11 List of Investments in Subsidiaries and Associates as of the Balance Sheet Date 3 12 Changes in Investments in Subsidiaries and Associates in the Report Period 6 13 Income of Subsidiaries and Associates and the Corporation’s Income therefrom as 7 of the Balance Sheet Date 14 List of Groups of Balances of Loans Granted as of the Balance Sheet Date, if the Granting of Loans was One of the Corporation’s Main Lines Of Business 8 20 Listed for Trade on the Stock Exchange or Cessation of Trade 8 21 Remuneration of Interested Parties and Senior Officers 8 21A Control in the Corporation 8 22 Transactions with Controlling Shareholders 9 24 Holdings of Interested Parties and Senior Officers 9 24A Registered Capital, Issued Capital and Convertible Securities 9 24B The Corporation’s Shareholder Register 9 26 The Corporation's Members of the Board 10 26A The Corporation’s Senior Officers 25 26B The Corporation’s Authorized Signatories 34 27 The Corporation’s Independent Auditors 34 28 Changes in the Memorandum or Articles of Association 34 29 Recommendations and Resolutions of the Board of Directors and General 34 Meeting 29A The Company’s Resolutions 35

2018 Annual Report

Company: LEUMI OF ISRAEL LTD. Company number at the 520018078 Registrar of Companies: Registered address: Beit Leumi, 34 Yehuda Halevi St., 6513616 (Regulation 25A) Email: [email protected] (Regulation 25A) Tel. 1: +972-76-885-8111 Tel. 2: +972-76-885-9419 Fax: +972-76-885-9732 (Regulation 25A) Balance sheet date: December 31 2018 (Regulation 9) Date of Report: March 6 2019 (Regulations 1 and 7) Regulation 9: The Annual Audited Financial Statements, together with the Independent Auditors’ Opinion, are attached and form an integral part of this Report.

1

Regulation 10C: Use of the Consideration of Securities; 1. According to a shelf prospectus dated June 19 2018, the Bank issued, on June 21 2018, a total of NIS 1.29 billion in bonds Series 179. For further information, see Note 25 to the financial statements of the Bank as of December 31 2018, the shelf prospectus dated June 19 2018 (Ref. No. 053604-01-2018, an immediate report dated June 21 2018 about the results of the above-mentioned offering (Ref. No. 054513-01-2018), and a status of capital report dated June 21 2018 (Ref. No. 054534-01-2018). 2. According to a shelf prospectus dated July 5 2018, the Bank issued, on July 8 2018, a total of NIS 613.8 million in subordinated bonds Series 401 and a total of NIS 209.1 million in subordinated bonds Series 402. For further information, see Note 25 to the financial statements of the Bank as of December 31 2018, the shelf prospectus dated July 5 2018 (Ref. No. 060390-01-2018), an immediate report dated July 8 2018 about the results of the above-mentioned offering (Ref. No. 061236-01-2018), and a status of capital report dated July 8 2018 (Ref. No. 061401-01-2018). 3. According to a shelf prospectus dated January 30 2019, the Bank issued on January 31 2019 a total of NIS 1.689 billion in Series 180 bonds and a total of NIS 613.8 million in Series 403 subordinated bonds. For further information, see Note 25 to the financial statements of the Bank as of December 31 2018, the shelf prospectus dated January 30 2019 (Ref. No. 010896-01-2019), an immediate report dated January 31 2019 about the above-mentioned offering (Ref. No. 011433-01-2019) and a status of capital report dated January 31 2019 (Ref. No. 011511-01-2019). The proceeds of the offerings will be used for the Bank’s ongoing needs, at the Bank’s own discretion.

2

Regulation 11 - List of Investments in Shares and Convertible Securities in Material Subsidiaries As at December 31 2018

(a)(c) Total par Company Share class No. of shares (b) Currency value

Bank Leumi (UK) PLC(d) Ordinary shares GBP 1 14,323,721 14,323,721 GBP Bank Leumi of (e)(f) Ordinary shares USD 0.1 18,898,583 1,889,859 USD Bank Leumi S.A.(g) Ordinary shares RON 0.1 2,477,500,866 247,750,087 RON Leumi Partners Ltd. Ordinary shares A, NIS 0.01 5,084,041,480 50,840,415 NIS

All securities are registered, unless stated otherwise. In NIS, unless stated otherwise. The shares are not listed for trade on the stock exchange. Out of the held shares - 13,372,528 are directly held and 951,193 are indirectly held. Out of the held shares - 18,433,374 are directly held and 465,209 are indirectly held. On January 22 2018, the Bank entered into an agreement to bring in strategic partners to Bank Leumi USA (BLUSA). The strategic partners acquired 15% of the share capital of Bank Leumi of Israel Corporation, an American corporation through which the Bank controls Bank Leumi USA. On May 22 2018, the transaction was completed. For further details, see immediate reports dated January 22 2018 and May 22 2018 (Ref. Nos. 008101-01-2018 and 041094-01-2018, respectively). On June 14 2018, Leumi signed an agreement with British investment fund Argo Capital Management Limited for the sale of the Bank's entire holdings in Bank Leumi Romania. One of the preconditions for completing the transaction, as stipulated in the agreement, is obtaining of a control permit by the acquirer from the central bank of Romania. After the deadline for obtaining the above-mentioned control permit had passed, and there was no prospect of the acquirer obtaining this permit, the Bank notified the acquirer on February 19 2019 that the agreement had expired. At the same time, the Bank considered other alternatives for the sale of Bank Leumi Romania. On February 19 2019, the Bank granted an eight-week exclusivity period to a party that submitted a non-binding bid to acquire Bank Leumi Romania. The exclusivity period was designed to enable this party to conduct due diligence and to sign a binding agreement with the Bank. The cancellation of the June 2018 agreement is not expected to have a significant effect on the Bank's financial results. Signing a new sale agreement, insofar as one is signed and completed, is not expected to have a significant effect on the Bank's financial results either. For more information, please see the immediate report dated June 14 2018 and February 20 2019. For further details, see immediate reports dated June 14 2018 and February 20 2019, (Ref. Nos. 052023-01-2018 and 014836-01-2019, respectively).

3

Cost in reported Asset value The Bank’s share in the The share of the Bank amounts paid-up capital on a and subsidiaries in consolidated basis voting rights (in NIS thousands) (in NIS thousands) % % % 631,536 1,033,476 100.00 100.00 100.00 2,561,130 2,600,991 84.68 84.68 84.68 542,978 164,714 99.92 99.92 99.92 154,689 1,782,767 100.00 100.00 100.00

4

Regulation 11 - List of Investments in Bonds* and Capital Notes in Material Subsidiaries As at December 31 2018

Company Unlinked Subordinated Total as at Net change Total as at Repayment Capital notes(a) bonds(b) December 31 In the December 31 date 2018 accounting 2017 year (in NIS thousands) Bank Leumi (UK) PLC - 256,593 256,593 41,160 215,433 31.12.2023 Leumi Partners Ltd. 1,064,195 - 1,064,195 7,694 1,056,501 28.12.2019 Total 1,064,195 256,593 1,320,788 48,854 1,271,934

Composition:

Amortized cost, for those with a rate - Amortized cost, for those without a rate 1,320,788

Total 1,320,788

(a) The capital notes are non-convertible. (b) Subordinated notes include accrued interest, linkage differences and exchange rate differences. * As of December 31 2018, there were no investments in bonds.

Regulation 11 - Loans to Material Subsidiaries as of December 31 2018

Annual interest rates Company Outstanding Movement, Outstanding Unlinked Loans in Final balance net balance loans foreign repayment In NIS During 2018 In NIS currency or date thousands thousands linked to December 31 December 31 foreign 2017 2018 currency % %

Bank Leumi USA 1,052,517 310,794 1,363,311 2.82-3.41 21.5.2023 Bank Leumi (UK) PLC 1,050,070 450,766 1,500,836 0.9-4.9 17.4.2023 Bank Leumi Romania S.A. 248,425 8,454 256,879 0.89-0.9 31.12.2021 Leumi Card Ltd. 5,766,835 (2,129,895) 3,636,940 0.60 3.53-6.39 29.11.2019

5

Regulation 12 - Changes in Investments in Material Subsidiaries in the Report Period Change date Nature of Company’s Share Total Currency Nominal cost Reported cost change name class in NIS in NIS Bank Leumi of Ordinary Israel shares of May 2018 Sale Corporation USD 0.1 334,765 USD 139,780,406 142,706,249 Bank Leumi of Ordinary Israel shares of July 18 Sale Corporation USD 0.1 7,142 USD 2,534,951 2,588,012

6

Regulation 13 - Income of Subsidiaries and Associates and the Corporation’s Income therefrom as of the Balance Sheet Date(c)

Profit (loss) Profit (loss) Other Interest and linkage before provision after provision comprehensive differences for income tax(a) for income tax(a) income (loss), after provision (a) for income tax Company Management From loans From bonds fees (in NIS thousands)

Bank Leumi USA 315,642 235,401 (48,259) - 23,071 584 Bank Leumi (UK) PLC 63,999 52,176 136 - 11,480 3,786 Bank Leumi of Israel Corporation (5,023) (3,632) - - - - Bank Leumi Romania S.A. 12,181 14,091 - - 2,264 - Leumi Partners Ltd. 212,015 149,358 5,094 - - 10,866 Leumi Partners Underwriters Ltd. 8,693 6,678 - - - - Leumi Card Ltd. 243,984 171,549 - 128,532(b) 17,507 - Total 851,491 625,621 (43,029) 128,532 54,322 15,236

(a) As reported by the companies. (b) Management and distribution fees. (c) No dividends were received after the balance sheet date.

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Regulation 14 - List of Groups of Balances of Loans Granted as of the Balance Sheet Date, if the Granting of Loans was One of the Corporation’s Main Lines Of Business

Please see Note 30(C) to the Bank’s Financial Statements. Regulation 20 - Listed for Trade on a Stock Exchange or Trading has Ceased For details about securities issued by the Bank and listed for trading during the reporting year, please see Regulation 10C above. For information about an issue of shares in 2018 following the vesting of PSUs, please see Note 25 to the Bank's financial statements as at December 31 2018 and a Report on the Status of Capital and Registers of Securities in the Corporation and Changes Therein of the Bank, dated March 6 2018 (Ref. No. 021445-01-2018). Regulation 21 - Remuneration of Interested Parties and Senior Officers in the Corporation For more information regarding the remuneration of the Chairman of the Board of Directors and the Group’s five highest paid senior officers, please see the Senior Officeholder Remuneration section in the Corporate Governance Report above.

On the matter of the entitlement of the Bank’s directors and officers, including the President and CEO and the Bank’s Chairman of the Board of Directors, to indemnity, exemption and directors’ and officers’ liability insurance, please see Note 26(g) to the above Financial Statements and Regulation 29 below.

The total amount of the salary of the directors (except for the Chairman of the Board of Directors) and the expenses paid to them, or that they were entitled to receive, from the Bank, a subsidiary or related company, for 2018, which does not deviate from the norm, is approximately NIS 7.5 million. The wages of the directors, excluding the salary of the Chairman of the Board of Directors, is based on the provisions of the Companies (Rules on Remuneration and Expenses for an Outside Director) Regulations 2008 (for more information, please see also the Bank’s immediate report dated May 15 2008 (Ref. No. 2008-01-134607)). Regulation 21A - Control of the Corporation As of March 24 2012, Leumi is defined by law as a banking corporation without a controlling core, and no shareholder meets the definition of a controlling shareholder of the Bank. Sale of State-Owned Leumi Shares In an announcement issued by the Knesset’s Finance Committee on July 16 2018, the Knesset’s Finance Committee approved on July 16 2018 the sale of Bank Leumi’s shares still held by the State. According to the announcement, the Accountant General at the Ministry of Finance stated that as part of the sale, the State would meet its obligations to the Bank's employees with regard to the option to sell 10% of the sold shares to Bank Leumi employees at a 25% discount. On September 5 2018, the Bank received a notice from the Ministry of Finance regarding the completion of the transaction for the sale of 81,037,614 ordinary shares of NIS 1.00 par value each of the Bank held by the State to Citigroup Global Markets Limited at a price of NIS 23.38 per share, for a total of NIS 1,894,659,415, after which the State would still hold 7,793,155 ordinary shares of NIS 1.00 par value each for sale to the Bank’s employees. Accordingly, on September 5 2018, the Government of Israel - on behalf of the State of Israel - ceased to be an interested party in the Bank. Under Leumi’s 2006 privatization agreements, the Bank’s employees are entitled to purchase a portion of Leumi’s shares from the State of Israel in case the State disposes of some of its holdings, at a 25 percent discount. 8

In pursuance of these agreements, an outline was published on November 20 2018 of the State of Israel's offer to the Bank's employees under Section 15B(1)(b) of the Securities Law, 1968 and the Securities Regulations (Details of an Outline of the Securities Offering to Employees) 2000, up to 7,793,155 ordinary registered shares of the Bank with a par value of NIS 1 each were offered to the participants. On December 25 2018, the Bank's employees purchased 7,773,055 shares, including the Bank's officeholders (excluding the Chairman of the Board of Directors – please see below for further information) at NIS 17.3188 per share. The purchased shares are restricted for two years starting on the record date, as defined in the outline (the date on which the purchased shares are deposited with the trustee), i.e. until December 25 2020. As part of the State of Israel's offer to the Bank's employees, as stipulated in the outline, the Chairman of the Board of Directors was offered 12,364 of the Bank's shares, subject to approval by the general shareholders' meeting of the Bank under Section 273 to the Companies Law. The above-mentioned offer of shares to the Chairman of the Board of Directors shall be brought for approval before the Bank's annual general meeting for 2019, which is scheduled to convene in mid-2019. For details, please see immediate reports dated September 5 2018 (Ref. Nos. 085491-01-2018. 085455-01-2018, and 084993-01-2018), November 20 2018 (Ref. No. 111390-01-2018), and December 25 2018 (Ref. No. 126747-01-2018). For up-to-date information on interested parties’ holdings in the Bank as of December 31 2018, please see the immediate report dated January 7 2019 (Ref. No. 2019-01-003360), Status of Holdings of Interested Persons and Senior Officers. See also an immediate report concerning a list of important shareholders in the Bank as of March 31 2018, dated April 10 2018 (Ref. No. 036136-01-2018) and an immediate report dated February 18 2019 about a shareholder who ceased to be an important shareholder in the Bank (Ref. No. 014296-01-2019). Regulation 22 - Transactions with a Controlling Shareholder As foregoing, since March 24 2012, the Corporation was defined a banking corporation without a control core. Regulation 24 - Holdings of Interested Parties and Senior Officers a. For up-to-date information on interested parties’ holdings in the Bank, please see the immediate report dated January 7 2019 (Ref. No. 2019-01-003360), Status of Holdings of Interested Persons and Senior Officers. b. The Bank’s capital includes 30,412,578 treasury shares that do not grant any rights in capital or voting. For further information about the dormant shares, see Note 25 to the Bank's financial statements as of December 31 2018 and the Bank's immediate reports dated March 6 2018 and November 22 2018 (Ref. Nos. 021433-01-2018 and 112497-01-2018, respectively). Regulation 24A - Registered Capital, Issued Capital and Convertible Securities As of the report date, the Bank’s registered share capital is 3,215,000,000, the issued share capital is 1,524,021,394, of which 30,412,578 are treasury shares that do not grant control in capital or voting rights. For further information about the Bank's registered capital, issued capital, dormant shares, and convertible securities, see Note 25 to the Bank's financial statements as of December 31 2018, an immediate report by the Bank on the Status of Capital and Registers of Securities in the Corporation and Changes Therein, dated January 31 2019 (Ref. No. 011511- 01-2019), and an immediate report on the creation of dormant shares, dated November 22 2018 (Ref. No. 112947-01- 2018). For further information about the Bank's convertible securities, see Note 25 to the Bank's financial statements as of December 31 2018. Regulation 24B - The Corporation’s Shareholder Register For the Bank’s shareholder register, please see the immediate report dated December 31 2018, Status of Capital and Registers of Securities of the Corporation and Changes Therein (Ref. No. 2019-01-011511).

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Regulation 26 - The Directors of the Corporation1

Director’s name David Brodet Yitzhak Edelman

Date of commencement of July 22 2010 February 2 2017 term of office

ID No. 000088179 50066174

Date of birth October 30 1944 July 1 1950

Address for serving Beit Leumi, 34 Yehuda Halevi St., Tel Aviv Beit Leumi, 34 Yehuda Halevi St., Tel Aviv 6513616 court documents 6513616

Citizenship Israeli Israeli

Membership in Board Chairman of the Board Member of the Audit Committee,5 Risk of Directors Chaired the following committees: Credit, Management Committee, Prospectuses Committees Risk Management, Prospectuses, Committee, Procedures Committee, Investment Procedures, Investments, Strategy, Committee, and Information Technology and Information Technology and Technological Technological Innovation Committee.2 Innovation.2, 3, 4 ED as defined by the No Yes Companies Law Independent Director as defined by the No Yes Companies Law External Director Meets the qualifications for an external director pursuant to Proper pursuant to Proper Conduct of Banking Business No Conduct of Banking Directive 301. Business Directive 301 Has accounting and financial expertise and Yes Yes professional qualifications Employee of the Bank, a subsidiary, related Chairman of the Board of Directors - Bank company or an No Leumi of Israel Ltd. interested party of the Bank Education Academic education - M.A. in Economics Academic education - BA in accounting and and Political Science - Hebrew University of economics from Tel Aviv University, advanced . business administration course, Harvard University.

1 Unless stated otherwise, the details in the table are true as of December 31 2018. 2 The Bank’s Board of Directors approved the forming of the Technology Committee on October 24 2017. On December 2 2018, the Board changed the committee’s name to the “Information Technology and Technological Innovation Committee”. 3 Member of the Committee for Evaluating the Desirable Composition of the Board of Directors starting on September 13 2018, the date on which the committee was formed, until October 18 2018, the date on which it was dissolved. 4 Served as a member of the Committee for the Implementation of the Strum Law until November 20 2018, the date of its dissolution. 5 * On December 31 2017, the Board Of Directors decided to merge the Audit Committee and Compensation Committee as of January 1 2018, so that the Audit Committee will also serve as the Compensation Committee. 10

Director’s name David Brodet Yitzhak Edelman

Employment during Chairman of the Board of Directors - Bank Owner, CEO and director in Y. Edelman the last five years and Leumi of Israel Ltd. Consultation and Management Ltd. Volunteer list of corporations in Since January 2017 President and member advisor for families in the Paamonim NGO. Until which he served as of the Executive Committee of the May 2017, external director at AVT Ltd. director Association of in Israel (Registered Until January 2017, served as a member of the Association); Chairman of the Executive Executive Committee, Chairman of the Financial Committee of the Jerusalem Foundation; Statement Review Committee and member of the Chairman of the Board of Governors of the Audit Committee of the and Hadassah Academic College; member of the external director and Chairman of the Audit Executive Committee of the Jerusalem Committee of Swiftness Ltd.; Until December 2016 Institute for Israel Studies and the Cameri - external director at , The Israeli Theater, lecturer at the College of National Telecommunications Corp Ltd.; until December ( University). Owner of David 2015 - Chairman of the Executive Council of the Brodet Ltd. (dormant). Ahava Fund of the Izzy Shapira Group. Until June Until August 2016, Chairman of the 2015 - member of the Executive Committee of the Executive Committee at the Foerder Beit Zvi School of the Performing Arts. Until March Institute for Economic Research (Registered 2015 - coordinator of the Financial Management Association). Until January 2016, Chairman course, as part of the M.A. Accounting Program of of the Board of Governors of the Bar Ilan University. Foundation for Treatment of Wards. Until April 2015, Chairman of the Board of Directors of Bank Leumi USA and Bank Leumi of Israel Corporation. From January 2011 to December 2014, President and member of the Executive Committee of the Association of Banks in Israel (Registered Association). From January 2015 to December 2016, member of the Executive Committee of the Association of Banks in Israel (Registered Association). Additional experience 1987-1991 - CFO, Israel Aerospace Chairman of the Committee to Examine the beyond the above Industries. Financial Statements of Bezeq, the Bank of Israel, showing accounting 1991-1994 - Budget Director, Ministry of Swiftness, and AVT. Also served as the Chief and financial expertise Finance. Accounting Officer and CFO of Israel Aerospace and professional 1995-1997 - General Manager of the Industries Ltd., he was responsible for the qualifications Ministry of Finance. financial statements and was also responsible for Served as the Chairman of Bank Mizrahi and preparing Tadiran’s consolidated financial Bank Tefahot and Chairman of Karnit statements. As CFO of , Deputy CEO of Government Insurance Corporation. Served Ness Technologies and CFO of the same company, as director in public companies and as he was responsible for the financial statements. member of finance and balance sheet committees of various boards of directors. Is he/she a relative of another interested No No party in the corporation?

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Director’s name Dr. Shmuel Ben Zvi Yoram Gabbay

Date of commencement of July 29 2015 November 13 2018 term of office

ID No. 056231475 000207530

Date of birth April 6 1960 August 7 1947

Address for serving Beit Leumi, 34 Yehuda Halevi St., Tel Aviv Beit Leumi, 34 Yehuda Halevi St., Tel Aviv court documents 6513616 6513616

Citizenship Israeli Israeli

Membership in Board Member of the Audit Committee,5 Risk Member of the Audit Committee,56 Credit of Directors Management Committee, Strategy Committee, Committee,7 Prospectuses Committee,8 and Committees and Information Technology and Technological Procedures Committee.9 Innovation Committee.2 ED as defined by the No Yes Companies Law Independent Director as defined by the Yes Yes Companies Law External Director Meets the qualifications for an external pursuant to Proper director pursuant to Proper Conduct of Yes Conduct of Banking Banking Business Directive 301. Business Directive 301 Has accounting and financial expertise and Yes Yes professional qualifications Employee of the Bank, a subsidiary, related company or an No No interested party of the Bank Education Ph.D. in Economics and Macroeconomics, M.A. Academic education: B.A. and M.A. in in Economics and B.A. in Economics and Economics at the Hebrew University of Statistics from Tel Aviv University. Jerusalem, B.A. and Teaching Certificate in Postdoctoral fellowship at MIT - AMP advanced History at the Hebrew University of Jerusalem, management program, HBS, M.A. in National and an International Monetary Fund Economic Security, National Security College and Haifa Policy Planning course in Washington, USA. University.

6 As an external director, he has been a member of the Audit Committee since November 13 2018, the date on which his term began. 7 Began serving as a member of the Credit Committee on November 20 2018. 8 Began serving as a member of the Prospectuses Committee on November 20 2018. 9 Began serving as a member of the Procedures Committee on November 20 2018. 12

Director’s name Dr. Shmuel Ben Zvi Yoram Gabbay

Employment during Owner and manager of Shmuel (Muli) Ben Zvi External director at S. Shlomo Holdings Ltd., the last five years and Ltd. external lecturer at Ono Academic College. list of corporations in From February 2019, a member of the National which he served as Infrastructure Forum for Research and Until October 2018 Chairman of the Company director Development (Telem) professional committee for Cultural and Economic Projects for State for considering the need and feasibility of Workers Ltd. and Chairman of the Hachshara establishing nano-satellite R&D infrastructure. Insurance Company Ltd. Until October 2018 From February 2018, a member of the Global macroeconomist at Peilim Investment Entrepreneurship Network Israel Executive Portfolio Management Ltd. External lecturer at Committee (Registered Association). Member the Tel Aviv branch of the Technion of the Advisory Committee at Bambi Dynamic intermittently until December 2017. Ltd. Director at Sol-Gel Technologies Ltd. Independent director at VBL Therapeutics Ltd. (Vascular Biogenics Ltd.). Until March 2019, Chairman of the Advisory Committee at Livingbox. From December 2017 until February 2018 a member of the Audit Committee at Global Entrepreneurship Network Israel (Registered Association). Until December 2014 Deputy CEO at Teva. Additional experience Performed a key function in the preparation of In addition to his academic education in beyond the above financial statements at a large global economics, he served as active Chairman of showing accounting corporation (Teva) and in analyzing the the Board of Directors in Peilim Investment and financial expertise statements of competitors and companies Portfolio Management Ltd. for 18 years, during and professional considered for acquisition. He managed which he dealt with all matters pertaining to qualifications financial operations by virtue of his financial management, including balance responsibility for Teva’s treasury, including sheets, auditing, budget, and banking. He also work with banks in many fields. was an academic instructor in finances and Member of an Audit Committee that is also a economics. He also previously served as head Balance Sheet Committee in three public of the Ministry of Finance State Revenue companies: Bank Leumi of Israel Ltd., Sol-Gel Division and was responsible for revenues in Technologies Ltd., and VBL Therapeutics Ltd. the state budget. Is he/she a relative of another interested No No party in the corporation?

13

Director’s name Tamar Gottlieb Esther Dominissini

Date of commencement of August 26 201510 January 17 2017 term of office

ID No. 054584198 060525441

Date of birth January 27 1957 April 22 1950

Address for serving Beit Leumi, 34 Yehuda Halevi St., Tel Aviv Beit Leumi, 34 Yehuda Halevi St., Tel Aviv court documents 6513616 6513616

Citizenship Israeli Israeli

Membership in Board Chairwoman11 of the Audit Commitee5 and a Member of the Credit Committee, Strategy of Directors member of the Credit Committee,12 Committee, and Procedures Committee.4 Committees Information Technology and Technological Innovation Committee,12,13 and Prospectuses Committee.14 ED as defined by the Yes No Companies Law Independent Director as defined by the Yes No Companies Law External Director Meets the qualifications for an external pursuant to Proper director pursuant to Proper Conduct of Banking No Conduct of Banking Business Directive 301. Business Directive 301 Has accounting and financial expertise and Yes Yes professional qualifications Employee of the Bank, a subsidiary, related company or an No No interested party of the Bank

10 On August 26 2015, Ms. Gottlieb began serving as an external director at the Bank in accordance with the provisions of the Companies Law. On August 25 2018, Ms. Gottlieb ended her first term as an external director at the Bank. On October 7 2018, the general meeting of the Bank appointed Ms. Gottlieb as an external director at the Bank for an additional three-year term, subject to approval or absence of opposition by the Supervisor of Banks, starting on the date of receiving this approval or absence of opposition. For details, see an immediate report dated October 7 2018 (Ref. No. 092817-01-2018). On October 15 2018, an announcement that the Supervisor of Banks did not oppose Ms. Gottlieb's appointment as an external director at the Bank was received. Ms. Gottlieb's second term as an external director at the Bank began on this date. For details, see an immediate report dated October 15 2018 (Ref. No. 096549-01- 2018). 11 She began serving as Chairwoman of the Audit Committee on November 20 2018. She served as a member of the Audit Committee until August 25 2018. 12 She ceased to serve as a member of the Credit Committee on August 25 2018 and began serving again as a member of the Credit Committee on November 20 2018. 13 She ceased to serve as a member of the Technologies Committee on August 25 2018, when she ended her first term at the Bank, and began serving as a member of the Information Technology and Technological Innovation Committee on November 20 2018. 14 Ms. T. Gottlieb began serving as a member of the Prospectuses Committee on November 1 2018. 14

Director’s name Tamar Gottlieb Esther Dominissini

Education Academic education - M.A. in Economics from Academic education - B.A. in Sociology, Indiana University Bloomington, Indiana, USA. including psychology and education units - B.A. in International Relations from the Hebrew Hebrew University of Jerusalem; B.A. in Social University of Jerusalem. Work, cum laude (specializing in mental health) - Tel Aviv University; M.A. (completion of studies and duties, without a degree) in Criminal Law and Criminology - Tel Aviv University. Employment during the Owner, Chairman and Co-CEO at Harvest Chairwoman of the Audit Committee of Mifaal last five years and list Capital Markets Ltd.; Chairman of Agricultural Hapais; public representative at the National of corporations in Business and Management Holdings Shefayim - Labor Court in Jerusalem; which he served as Agricultural Cooperative Society Ltd.; external External director and Chairwoman of the Audit director director in Extell Ltd.; external director in Committee at Negev 2 Limited Albaad Massuot Yitzhak Ltd.; independent Partnership; director in Arad Investments and Industry Until July 2015 - CEO of the Government Development Ltd.; director in Hutzot Shefayim - Medical Center Authority; until April 2015 - a Agricultural Cooperative Association Ltd.; member of the Locker Committee for Review member of the Board of Governors and of the Defense Budget; until March 2015 - a member of the Board of Directors of the member of the Committee for Appointing the College of Management - Academic Studies; Supervisor of Banks; until October 2014 - director at Campus Solutions Ltd.; independent external director and member of the Audit, director in Southern Properties Capital Ltd.; Balance Sheet and Remuneration Committee director in Emilia Development (MAOF) Ltd.; at Harel Insurance Investments and Financial Until July 2017 - advisor to the Board of Services Ltd.; external director in EMI - Ezer Directors of O. Feller Holdings Ltd.; until June Mortgage Insurance Company Ltd.; until 2014 2017 - director in B.G. Ventures Ltd.; until - a member of the Social Economic Committee January 2017 - Chairman of the Board of that advises the Prime Minister. Directors in Security Technology Integration (STI) Ltd.; until December 2015 - Chairman of the Board of Directors of Ltd.; until January 2015 - independent director in Carasso Motors Ltd.; until June 2014 - external director at REIT 1 Ltd.; until May 2014 - independent director in IDB Development Corporation;

Director’s name Tamar Gottlieb Esther Dominissini

Additional experience Served in banking corporations for many years. Until April 2012 - CEO of the National beyond the above From 1980 to 1991 in the Leumi Group, some Insurance Institute; until October 2014 - showing accounting years as Deputy CEO of Leumi and Co. external director at Harel Insurance and financial expertise Investment Bank Ltd. (currently Leumi Partners Investments and Ltd. and and professional Ltd.). From 1997 to 2000, she served as the external director in EMI - Ezer Mortgage qualifications CEO of a subsidiary of Investec Bank (currently Insurance Company Ltd.; until October 2013 - U-Bank), a position which required Chairwoman of the Board of Directors of understanding banking financial reports. As Hadassah Hospitals (Hadassah Medical Deputy CEO and head of the offerings Organization); until December 2007 - CEO of department, her position in Leumi and Co. the Employment Service; and until 2003 - Investment Bank (currently Leumi Partners Head of the Human Resources Division and Ltd.), involved working with the Israel Head of the Community Division of the Israel Securities Authority and the Stock Exchange, Police, rank: Major General. and required a profound understanding of Thanks to her experience, qualifications and banks’ accounting issues and of the financial education at the highest ranks of the public statements’ structure. From 2007 to 2012, she sector and in business boards of directors, in served as a member of the Audit Committee significant scopes, some of them in the and Financial Statement Review Committee at insurance and financial field, she possesses Bank Leumi Mortgage Bank Ltd. In addition, in skill and understanding in business-accounting most companies where she serves as a director, issues and financial statements. In addition, she also serves as a member of the Financial Ms. Dominissini approved and signed financial Statement Review Committee and Audit statements at the National Insurance Institute Committee, and in some of the companies she and at the Hadassah hospitals, as CEO and also served as Chairwoman. Chairman of the Board, respectively. In Harel Insurance and Finance Ltd. and in EMI Ltd., she served as an external director and was a member of the committee that approves the financial statements and in Isramco - served as a member of the Balance Sheet Committee that approves the financial statements. Is he/she a relative of another interested No No party in the corporation?

16

Director’s name Dr. Samer Haj Yehia Esther Levanon

Date of commencement of September 30 201415 September 7 2016 term of office

ID No. 024770364 008001034

Date of birth September 28 1969 May 29 1946

Address for serving Beit Leumi, 34 Yehuda Halevi St., Tel Aviv Beit Leumi, 34 Yehuda Halevi St., Tel Aviv court documents 6513616 6513616

Citizenship Israeli and American Israeli

Membership in Board Member of the Credit Committee, Member of the Risk Management Commitee, of Directors Prospectuses Committee, and Strategy Prospectuses Committee, Strategy Committee, Committees Committee.4 and Information Technology and Technological Innovation Committee.2, 4 ED as defined by the No No Companies Law Independent Director as defined by the No No Companies Law External Director pursuant to Proper No No Conduct of Banking Business Directive 301 Has accounting and financial expertise and Yes Yes professional qualifications Employee of the Bank, a subsidiary, related company or an No No interested party of the Bank

15 Dr. Haj Yehia ended his first term as a director at the Bank on September 29 2017 and began his second term at the Bank on October 30 2017. 17

Director’s name Dr. Samer Haj Yehia Esther Levanon

Education Academic education - Ph.D. in Economics. Academic education - M.Sc. in Mathematics and specializing in econometrics and financing - B.Sc. in Mathematics and Physics - Hebrew MIT, MA, USA; M.B.A. specializing in banking University of Jerusalem; Advanced Management and finance - Hebrew University of Jerusalem; Program of the Harvard Business School - LL.B. specializing in the capital market and AMP155. banking - Hebrew University of Jerusalem; M.A. in Economics, specializing in macroeconomics and international trade - Hebrew University of Jerusalem; B.A. in Accounting and Economics - Hebrew University of Jerusalem; 4th year seminar in accounting specializing in taxation and financial statement audits - Tel Aviv University; CFA in Financial and Financing Analysis - CFA Institute MA, USA. Employment during External director, Chairman of the Audit Controlling shareholder and director in Yishai the last five years and Committee, and Chairman of the Financial Levanon Consultation Ltd.; member of the list of corporations in Statements Committee at Ltd. Executive Committee of the Tel Aviv- which he served as Lecturer at the Interdisciplinary Center Academic College; member of the Audit director Herzliya (public benefit corporation). Member Committee of Tel Aviv University; director at and Chairman of the Audit Committee of Malam-Team Ltd.; member of the Executive Hadassah Medical Organization (public benefit Committee of Gesher El Hanoar NGO. corporation). Advisor to the shareholder in Until March 2017 - director at AMI GP, AMI Bond I.T. Ltd. Owner, CEO, and Chairman of Management, AIOF Founder, Swan Topco Ltd., the Board of Directors in S.H. Eden Swan Debtco Ltd., Swan Holdco Ltd., Zebra International Business and Consulting Ltd. Topco Ltd., and Zebra Holdco Ltd; until Member of the general assembly and December 2016 - director at Zap Group Ltd.; Chairman of the Audit Committee of the until July 2016 - member/participant at the Council for Higher Education in Israel. Director Institute for Developing and Promoting the at BIG Shopping Centers Ltd. Member of the Capital Market; until December 2015 - director Committee to Select the Director of the at the Dapei Zahav Group Ltd. and Zebra Midco Authority for Economic Development of Ltd.; until January 2015 - member of the Minorities at the Ministry for Social Equality. Committee for Locating a Manager for the Until September 2017 - member of the Council Technology Division of the Bank of Israel. for Higher Education’s Committee for Reviewing Proposals for the Call for Opening a University with Campus at an Arab Town, and member of the Committee for Locating a Manager for the Government Companies Authority; until July 2017, member of the Advisory Committee of MIT’s Enterprise Forum.

Director’s name Dr. Samer Haj Yehia Esther Levanon

Additional experience Education: Academic education in accounting, As CEO of the Stock Exchange, she actively beyond the above economics, law, and investments (see above). participated in the preparation of the financial showing accounting Experience in teaching: taught courses in statements of the Stock Exchange, which reports and financial expertise fintech, finance, banking, commmerce, as a public company. Yes, she is a signatory to and professional investment, report analysis, entrepreneurship, these reports. In her position as a director, she qualifications and econometrics to students in B.A. and reviewed and approved the financial statements advanced degree studies, including at the of a large IT company and an investment fund Hebrew University, Harvard, MIT, and IDC. incorporated in Guernsey (the Channel Islands). Actual professional experience: economic, financial, and strategic consultation and providing expert opinions to authorities and courts in the US (in Analysis Group) and Israel (in Deloitte), with a specialty in the capital market and banking. Was involved in large- sized portfolios, analysis of financial statements, and investment and financing strategies, including at banks and other supervised concerns. As VP financial engineering at Fidelity and commercial strategist at GMO in the US, he was involved in analysis of commerce, investments, and financial statements. As Chairman of the Audit Committees of Strauss and Hadassah, he analyzed and was involved in approving financial statements. Is he/she a relative of another interested No No party in the corporation?

19

Director’s name Ohad Marani Yoav Nardi

Date of commencement of November 1 2015 July 22 2010 term of office

ID No. 053492971 000634618

Date of birth March 20 1955 November 3 1944

Address for serving Beit Leumi, 34 Yehuda Halevi St., Tel Aviv Beit Leumi, 34 Yehuda Halevi St., Tel Aviv court documents 6513616 6513616

Citizenship Israeli Israeli

Membership in Board Member of the Audit Committee5 and Credit Member of the Risk Management Committee, of Directors Committee.4 Procedures Committee, Investment Committees Committee, and Information Technology and Technological Innovation Committee.2, 3 ED as defined by the No No Companies Law Independent Director as defined by the Yes No Companies Law External Director pursuant to Proper Yes No Conduct of Banking Business Directive 301 Has accounting and financial expertise and Yes Yes professional qualifications Employee of the Bank, a subsidiary, related company or an No No interested party of the Bank Education Academic education - B.A. in Economics, Academic education - M.A. in Economics - specializing in accounting and statistics, M.B.A., Hebrew University of Jerusalem. specializing in finance - from the Hebrew University of Jerusalem; M.A. in Public Administration, specializing in economics and finance, Harvard University, Cambridge, Boston, MA, USA.

Director’s name Ohad Marani Yoav Nardi

Employment during the Member of the Investment Committee of the Business consultant, director and owner at last five years and list Israel Infrastructure Fund I - A Limited Nardi Consultation and Risk Management Ltd. of corporations in Partnership and of the Israel Infrastructure Volunteers as the Chairman of the Investment which he served as Fund II (IIF 2011) - Limited Partnership; Committee of the National Library Ltd. and at director Independent non-executive director at Yad Sarah (Registered Association). Energean Oil & Gas Plc., external director in Tadbik Ltd. (Listed on the London Stock Exchange), an external director at Tadbik Ltd. Until August 2016 - director and member of the Audit, Finance and Balance Sheet Committee of Nisko Electricity and Electronics Ltd. until September 2015 - CEO of the Israel Land Development Company - Energy Ltd., director in the Immanuel Energy Partnership, Ariel Oil and Gas Exploration and Ariel Oil and Gas Exploration - Trusts Ltd. Additional experience Extensive experience in performing a variety of Possesses extensive and diverse banking beyond the above senior management roles in the government experience in the fields of credit, the capital showing accounting and the business sector, including as member market and asset and liability management. and financial expertise of boards of directors and chairman of boards Served in a wide variety of positions in the and professional of directors and finance and balance sheet Banking Supervision Department at the Bank qualifications committees, mainly: GM of the Ministry of of Israel and as Chief Economist at the First Finance; Budget Director at the Ministry of International Bank. Also served as a member Finance; Chairman of the Board of Directors of management and deputy CEO at the Bank and Chairman of the Finance and Balance Sheet of Jerusalem, and was regularly involved in Committee at Oil Refineries Ltd.; member of monitoring the preparation of the financial the Audit Committee at Energean Oil & Gas statements of the Bank of Jerusalem, PLC. including the Board of Directors Report. Is he/she a relative of another interested No No party in the corporation?

21

Director’s name Zipporah Samet Dr. Yitzhak Sharir

Date of commencement of July 25 2011 February 2 2017 term of office

ID No. 008962581 050080878

Date of birth March 5 1946 September 5 1950

Address for serving Beit Leumi, 34 Yehuda Halevi St., Tel Aviv Beit Leumi, 34 Yehuda Halevi St., Tel Aviv court documents 6513616 6513616

Citizenship Israeli Israeli

Membership in Board Member of the Audit Committee,5,16 Risk Member of the Risk Management Committee, of Directors Management Committee, Investment Procedures Committee, Investment Committees Committee, and Strategy Committee.3 Committee, and Investment Committee, and Information Technology and Technological Innovation Committee.2 ED as defined by the Mrs. Z. Samet, who served as an external No Companies Law director at the Bank until August 17 2017, was re-elected as external director - pursuant to Proper Conduct of Banking Business Directive 301, who also meets the terms of qualification for external directors and of an individual arrangement17 - by the Bank’s annual general meeting held on October 3 2017. Independent Director as defined by the Yes No Companies Law External Director pursuant to Proper Yes No Conduct of Banking Business Directive 301 Has accounting and financial expertise and Yes Yes professional qualifications Employee of the Bank, a subsidiary, related company or an No No interested party of the Bank

16 Chairman of a temporary Audit Commitee from October 7 2018 until November 20 2018. 17 For more information, please see Section 1.4.2 of the Report on Convening the General Meeting, published by the Bank on September 28 2017 (Ref. No. 2017-01-086014). 22

22

Director’s name Zipporah Samet Dr. Yitzhak Sharir

Education Academic education - B.A. in Economics and Academic education - B.Sc. in Mechanical Mathematics and M.A. in Economics - Hebrew Engineering - the Technion; M.Sc. in Materials University of Jerusalem. Engineering - Bar Ilan University; Ph.D. in Materials Engineering - Illinois Institute of Technology, Chicago, USA; certificate studies - business administration - the Israel Institute of Productivity.

23

Director’s name Zipporah Samet Dr. Yitzhak Sharir

Employment during the Owner, Chairwoman of the Board of Directors Owner of Itzick Sharir Management Ltd., last five years and list and CEO of Meirav Yaniv Financial Consulting independent director at REIT 1 Ltd., director at of corporations in Ltd. Director and shareholder at Bioplasmar Hadera Paper Ltd., and member of the which he served as Ltd. Chairwoman of the Or Ad Society - Society Executive Committee at Future Technologies director for the Prevention and Treatment of Center. Behavioral and Functional Changes in the Member of the Advisory Board for Elderly (Registered Association); committee shareholders of Ackerstein Industries Ltd. until member in the Civil Service Commission - February 10 2019. Chairwoman of Keshet Eilon Committee for Granting Excellence Awards in Society until March 2018; until June 2017 - the Civil Service; Member of the Board of director and owner at M.A. Sharir Governors at the Bayit Ham Association Management Ltd.; until February 2017 - (treatment of victims of abuse); external director at Midroog Ltd.; until June Until June 2015 - external director and 2015 - Chairman of ALUT Society; until March Chairwoman of the Audit Committee in Africa 2015 - Chairman of the Board of Directors at Israel Investments Ltd.; until May 2015 - Discount Capital Markets Ltd.; until January external director and Chairwoman of the Audit 2015 - external director at Tzur Shamir Committee at Shahar Hadash Group Ltd. Holdings Ltd.; until June 2014 - member of the presidency of Aleh Negev. Additional experience 1983-1995 - Senior economist at the Research Over 20 years of experience as CEO of business beyond the above Unit of the Banking Supervision Department at companies, some of them public companies, showing accounting the Bank of Israel, Head of the Pricing, and experience as a member of the Boards of and financial expertise Monitoring and Control Team. Directors of various companies in diverse and professional 1995-1998 - Senior Deputy Commissioner of sectors. Served for 8 years as a director at qualifications the Capital Market, Insurance and Savings at , and for 5 years as the the Ministry of Finance. Chairman of the Board of Directors at Discount 1998-2002 - Supervisor of the Capital Market, Capital Markets. Possesses an understanding Insurance and Savings at the Ministry of of the key processes in a Bank, the unique Finance. accounting, regulatory provisions in general 2003-2009 - External director at Israel Discount and those in the field of risk management and Bank Ltd., including service as the Chairwoman allocation of capital and liquidity in particular of the Audit Committee. (the directives). Possesses many years of extensive experience in technology in general and in banking technology in particular (Chairman of Israel Discount Bank’s Board of Directors’ IT Committee); possesses much experience and knowledge in leading organizational strategic processes (member of the Board of Directors’ Strategy Committee at Israel Discount Bank). Is he/she a relative of another interested No No party in the corporation?

24

Regulation 26A - The Corporation’s Senior Officers18 (a) Senior officers - who serve as members of the corporation’s management The information is correct as of the report’s date of publication.

Name of officer Rakefet Russak Aminoach Ronen Agassi Shmulik Arbel19

ID number 022281927 022929756 024272957

Date of birth February 1 1966 April 15 1968 July 23 1969

Date of commencement of January 1 200420 April 16 2017 21April 1 2017 term of office

The position in the President and CEO and First Executive Vice President, First Executive Vice corporation or a subsidiary member of Management member of management, Head President, member of thereof or a related party of the Capital Markets Division management, Head of thereof or interested party and Chairman of the Board of the Corporate therein; if the senior officer is Leumi Partners Ltd. Department and director an independent authorized at Bank Leumi UK. signatory in the corporation - please state this fact.

Is the officer an interested Yes No No party in the corporation or Interested party (President relative of any other senior and CEO) officer or of any interested party in the corporation?

18 Unless stated otherwise, the details in the table are true as of December 31 2018. For a list of changes after December 31 2018, see Note 36H – Events after the Reporting Period and Miscellaneous Topics. 19 Mr. Shmulik Arbel was appointed Head of the Business and Commercial Division and a member of management with the rank of Senior VP, effective from June 1 2018. For details, see the section on appointments and resignations in the Corporate Governance Report of the Bank for 2018, an immediate report about the Board of Director's resolution concerning an organizational change at the Bank dated May 9 2018 (Ref. No. 046273-01-2018), and an immediate report dated June 3 2018 (Ref. No. 046554-01-2018). 20 Served as First Executive Vice President and Senior Deputy to President and CEO in her absence and Head of the Business Division at Bank Leumi of Israel, until her appointment as President and CEO on May 1 2012. 21 Mr. S. Arbel was appointed Head of the Business Division on June 1 2018. Mr. Yaakov Haber served in this position up until this date. Until that date, Mr. Arbel served as Head of the Commercial Department in the Business Division. For further details, see a report concerning an organizational change at the Bank dated December 20 2016 (Ref. No. 14083-01-2016).

25

The officer’s education and CPA, M.B.A., B.A. in B.A. in Business Administration B.A. in Management and business experience in the last Accounting, Economics and and Accounting from the Economics and M.B.A. five years. The details of the Law - Tel Aviv University. College of Management. from Tel Aviv University. senior officer’s education shall Member of the Executive Member of the Executive Deputy General include the professions or Committee of the Committee of the "Run to Manager, management fields in which education was Association of Banks in Israel Give" Society (Registered member, and Head of acquired, the institution (Registered Association); Association). Until April 2017, Commercial Banking where it was acquired and the director at IMC - CEO of Harel Investments, Department in the academic degree or International Monetary Head of the Finance and Commercial Business professional certificate held by Conference, council member Resources Division at Harel Division of Bank Leum of the officer at IBC - International Insurance and director in Israel Ltd. until June Business Council of the various companies in the Harel 2018. Director in Leumi World Economic Forum. Group. Card Ltd. until December Until June 2014 - member of 2014. the Executive Committee of the Association of Friends of the Sourasky Medical Center in Tel Aviv (Registered Association).

26

Name of officer Ilan Buganim Bosmat Hana Ben Zvi Shai Basson

ID number 024949141 031692916 022091581

Date of birth June 10 1970 December 18 1978 October 5 1965

Date of commencement of term of September 1 2017 22September 1 2016 September 1 2017 office

Deputy General First Executive Vice First Executive Vice The position in the corporation or a Manager; management President, member of President, member of subsidiary thereof or a related party member; CTO, CDO, and management, Chief Risk management, Head of the thereof or interested party therein; if Infrastructure Officer, Head of the Risk Leumi Technologies the senior officer is an independent Department Head, and Management Division Division. authorized signatory in the corporation Director at Pefer - please state this fact. Operations Ltd.

Is the officer an interested party in the No No No corporation or relative of any other senior officer or of any interested party in the corporation?

The officer’s education and business B.Sc. in Mechanical B.A. in Economics, B.Sc. in Mathematics and experience in the last five years. The Engineering, M.B.A. - Accounting and M.B.A. at Tel Aviv details of the senior officer’s education specializing in IT Computers - Bar Ilan University. shall include the professions or fields in systems. University. M.B.A. at Tel M.A. in Political Science which education was acquired, the Aviv University (National Security) from institution where it was acquired and Until March 2017 - Head Haifa University. the academic degree or professional of the Strategy Branch Until August 2017 - Head certificate held by the officer and Head of the of the Technology and President and CEO’s Resources Division at Bureau at Bank Leumi of Insurance Israel Ltd. and director in Company and CEO of Leumi Card. Migdal Technologies, at the rank of Deputy CEO. Until December 2015 and January 2016 - director in subsidiaries of Migdal Insurance Company Ltd.

22 As of September 1 2016, began serving as the Head of the Strategy Branch and the President and CEO’s Bureau and as an officer in the bank until her appointment on April 1 2017 as the Chief Risk Officer, Head of the Risk Management Division and member of management at the rank of First Executive Vice President.

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Name of officer Shlomo Michael Goldfarb Omer Ziv Tamar Yasur

ID number 054186556 027771419 059764498

Date of birth December 12 1956 June 6 1970 August 24 1965

Date of commencement of August 16 2016 April 1 2013 23January 1 2013 term of office

The position in the First Executive Vice President, First Executive Vice First Executive Vice President, corporation or a subsidiary member of management, President, member of member of management, Head thereof or a related party Chief Accounting Officer and management, Head of of the Digital Banking Division. thereof or interested party Head of the Accounting the Finance Division Chairwoman of the Board of therein; if the senior officer is Division. Chairwoman of the and director at Leumi Directors of Pfeffer Operations an independent authorized Board of Directors of Partners Ltd. Ltd. signatory in the corporation - Leumi Ltd., Leumi Securities please state this fact. and Investments Ltd., and LeumiTech Ltd. Director at Bar Trade Ltd. Is the officer an interested No No No party in the corporation or relative of any other senior officer or of any interested party in the corporation?

23 On January 1 2013, commenced service as the Head of the Banking Division at Bank Leumi of Israel Ltd., until her appointment as the Head of the Digital Banking Division on January 1 2016. Was an officer at Bank Leumi of Israel Ltd. from May 15 2007 to March 1 2011, as the Head of the Marketing Department (until her appointment as CEO of Leumi Card Ltd.).

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The officer’s education and B.A. in Economics from Bar CPA, B.A. in Economics Combined dual-program B.A. in business experience in the Ilan University. Certified and Accounting - The Business Administration and last five years. The details of Public Accountant in Israel Hebrew University. Sociology and M.B.A. in the senior officer’s education (ICPA). M.B.A., specializing in Marketing - Hebrew University of shall include the professions Member of the Executive Finance and Jerusalem. or fields in which education Committee at Reut Accounting - The Volunteers as Chairman of the was acquired, the institution Association. Member of the Hebrew University and Tapuach Society for Promoting where it was acquired and Audit Committee of Leumi a degree in Actuarial the Information Age in Israel. the academic degree or Aharai - the Centennial Fund Science - Haifa Member of the Board of professional certificate held for Tomorrow’s Generation University. Governors of the Hebrew by the officer (Registered Association). Until August 2016 - University of Jerusalem. Member Until March 2017 - director at CFO at Phoenix of the Executive Committee of Leumi Card Ltd.; until June Holdings Ltd., Phoenix The Friends of Rabin Medical 2015 - member of the Insurance Company Center. Until February 2017 - Executive Committee at Ltd., Phoenix Chairman of the Board of Nishmat - The Jeanie Investments and Directors of Leumi Card Ltd. Until Schottenstein Center For Finance Ltd. and December 2015 - Head of the Advanced Torah Study For Women; until August 2014 - Phoenix Capital Raising Banking Division at Bank Leumi member of the Audit Ltd., and director in of Israel Ltd. Committee at Leumi Card subsidiaries in the Deposits Ltd. and Leumi Card Phoenix Group. Credit Ltd.; until June 2014 - director at Leumi Check Limited Partnership.

Name of officer Dan Cohen Hila Eran Zik Hanan Shmuel Friedman

ID number 58845207 023978372 028765196

Date of birth August 7 1964 November 4 1968 September 4 1971

Date of commencement of 24April 1 2011 25October 1 2015 26September 1 2014 term of office

24 On April 1 2011, commenced service as the Head of the Human Resources Division, until his appointment as Head of the Banking Division on January 1 2016. 25 As of October 1 2015, she commenced service as the Chief Risk Officer, Head of the Risk Management Division and member of management at the rank of First Executive Vice President, at Bank Leumi of Israel Ltd., until her appointment on April 1 2017 as Head of the Human Resources Division and member of management at the rank of First Executive Vice President. 26 On September 1 2014, commenced service as the Chief Legal Advisor and Head of the Legal Counsel Division, as the Legal Risk Manager and member of management at the rank of First Executive Vice President, at Bank Leumi of Israel Ltd., until his appointment on June 1 2017 as the Head of the Strategy and Regulation Division and member of the management at the rank of First Executive Vice President.

29

The position in the Senior Deputy General Manager, First Executive Vice Senior Deputy General corporation or a subsidiary member of management, Head President, member of Manager, member of thereof or a related party of the Banking Division, and management, Head of management, Head of the thereof or interested party Head of the Operations the Human Resources Strategy and Regulation therein; if the senior officer Division27. Division. Division, and a director at Bank is an independent Leumi USA, Bank Leumi of authorized signatory in the Israel Corporation Ltd., and corporation - please state Leumi Investment Inc. this fact.

Is the officer an interested No No No party in the corporation or relative of any other senior officer or of any interested party in the corporation?

The officer’s education and B.A. in Economics and Business B.A. in Economics and Bachelor’s and master’s degree business experience in the Administration - Haifa M.B.A. specializing in (without thesis, direct track) in last five years. The details of University. finance and law - Bar Ilan University. the senior officer’s international Member of the Board of education shall include the Until January 2016 - Chairman of management - Tel Aviv Governors of Bar Ilan professions or fields in the Executive Committee of University. University. which education was Leumi Aharai - the Centennial Chairman of the Until June 2017 - Chief Legal acquired, the institution Fund for Tomorrow’s Executive Committee Advisor, Head of the Legal where it was acquired and Generation (Registered of "Leumi Tomorrow – Counsel Division and Legal the academic degree or Association) and Chairman of The Centennial Fund Risks Manager at Bank Leumi professional certificate held the Board of Directors of the for Endowing Israel’s of Israel Ltd. Until Aug 2014 - by the officer Ltd. Until Future Generation" Chief Legal Advisor at Harel December 2015 - Head of the (Registered Insurance Company Ltd. (and Human Resources Division at Association). Member other companies at the Harel Bank Leumi of Israel Ltd., of the Executive Group) and Legal Advisor at director at Leumi KMP Ltd. and Committee of "Atidim Harel Insurance Investments member of the Executive Friends" (Registered and Financial Services Ltd. (and Committee of the Friends of Association). other companies in the Harel Atidim Society. Until April 2017 - Head Insurance Investments and Risk Manager and Head Financial Services Group). of the Risk Management Division at Bank Leumi of Israel Ltd.; until September 2015 - Deputy CEO and Head of the Commercial Division, Chief Lending Officer at Bank Leumi USA Ltd.

27 The Bank issued a report dated May 9 2018 (Ref. No. 046273-01-2018) and its financial statements as of December 31 2017, published on March 6 2018 (Ref. No. 021430-01-2018). These documents contained the Bank's strategic evaluation of centralizing the operations of its various units in 2018 in the framework of an Operations Division. In pursuance of these documents, Mr. Dan Cohen was made responsible for all of the operations units working in the framework of the Bank's various divisions. In addition to his position as Head of the Banking Division, Mr. Cohen accepted responsibility for creating the Operations Division. He has headed both the Banking Division and the Operations Division from January 1 2019, the date on which the Operations Division was founded, and will continue to do so until the appointment of a permanent Head of the Operations Division is approved by the Bank's Board of Directors.

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31

Name of officer Irit Roth Sharon Gur Liat Shuv

ID number 024918385 023968324 032394140

Date of birth February 27 1970 September 6 1968 September 10 1975

Date of commencement of term of June 1 2017 May 1 2017 January 1 2018 office

The position in the corporation or a First Executive Vice First Executive Vice President, Chief Compliance Officer subsidiary thereof or a related party President, member Chief Internal Auditor and and Head of the thereof or interested party therein; of management, Head of the Internal Audit Compliance and if the senior officer is an Chief Legal Advisor Division. Enforcement Department. independent authorized signatory in and Head of the the corporation - please state this Legal Advice fact. Division.

Is the officer an interested party in No No No the corporation or relative of any other senior officer or of any interested party in the corporation?

The officer’s education and business Attorney-at-Law, B.A. in Economics and Business B.A. specializing in experience in the last five years. The LL.B. from Tel Aviv Administration, M.B.A. accounting and M.B.A. details of the senior officer’s University. specializing in finance, from from the Academic education shall include the Until May 2017 - Bar Ilan University. Program of the College of professions or fields in which Partner at the Internal auditor certified by the Management. education was acquired, the Banking and Finance Organization of Internal Head of the Real Estate institution where it was acquired Department of the Auditors in Israel. Credit Risk Management and the academic degree or Herzog & Until April 2017 - Head of the Unit at Bank Leumi of professional certificate held by the Neeman Law Office. Finance Branch and Deputy Israel Ltd. until December officer Head of the Financial Division 2017 and Senior Real at Bank Leumi of Israel Ltd. and Estate Credit Risk Manager served as a director in Leumi at Bank Leumi of Israel Ltd. Real Holdings Ltd., Leumi until March 2015. Financial Holdings Ltd. and Leumi Financial Services Ltd. Until July 2015 - Director at Leumi Card.

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(B) Other senior officers

Name of officer Livnat Ein-Shay Wilder

ID number 25596560

Date of birth October 30 1973

Date of commencement of term of office March 15 2016

The position in the corporation or a Secretary of the Bank and Group; member of the Bank Leumi of Israel’s subsidiary thereof or a related party Donations Committee/ Investing in the Community Forum; member of the thereof or interested party therein; if the Executive Committee of Leumi Aharai - the Centennial Fund for senior officer is an independent authorized Tomorrow’s Generation (Registered Association). signatory in the corporation - please state this fact.

Is the officer an interested party in the No corporation or relative of any other senior officer or of any interested party in the corporation?

The officer’s education and business Attorney-at-law, B.A. in Business Administration and LL.B - the experience in the last five years. The details Interdisciplinary Center Herzliya. of the senior officer’s education shall Member of the Executive Committee of the Israel National Council for the include the professions or fields in which Child and Co-Chairwoman of the Capital Market and Securities Committee education was acquired, the institution of the Israel Bar Association. Chairwoman of the Board of Directors of the where it was acquired and the academic Bank Leumi of Israel Trust Company Ltd. until April 2018. degree or professional certificate held by Until the end of February 2016 - Partner at Steinmetz, Haring, Gurman & the officer Co. Advocates.

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Regulation 26B - The Corporation’s Authorized Signatories There are no independent authorized signatories in the Corporation, pursuant to the definition of Section 37(D) of the Securities Law, 1968. Regulation 27 - The Corporation’s Independent Auditors The Corporation’s joint independent auditors are: Somekh Chaikin Kost Forer Gabay Kasierer 17 Haarbaah Street 144 Menachem Begin Street Tel Aviv 6473917 Tel Aviv 6492102

Regulation 28 - Changes in the Corporation’s Memorandum and Articles of Association In the reporting year, no changes took place in the Bank’s Memorandum and/or Articles of Association Regulation 29 - Recommendations and Resolutions of the Board of Directors Regulation 29(A) Below are details on the Board of Directors’ recommendations presented before the Corporation’s general meeting during the reporting year and resolutions that do not require the approval of the general meeting, on matters detailed in this regulation: a. On March 29 2017, the Bank’s Board of Directors approved, after receiving the approval of the Supervisor of Banks thereto, a dividend distribution policy, starting from the publication date of the Financial Statements for Q1 2017. On November 20 2017, the Bank’s Board of Directors approved, after receiving the approval of the Supervisor of Banks thereto, a change in the dividend distribution policy, from a rate of 20% each quarter to a rate of up to 40% each quarter from the net income for that quarter starting from the net income of Q3 2017 (hereinafter: the “Dividend Distribution Policy). For more information on the dividend distribution policy, please see Note 25 to the Financial Statements. b. On March 5 2018, May 23 2018, August 13 2018, and November 12 2018, the Bank’s Board of Directors approved the distribution of a cash dividend to the Bank’s shareholders. For further information about distribution of the dividend, see Note 25 to the financial statements and the Bank's immediate reports concerning distribution of the dividend dated March 6 2018, May 24 2018, August 14 2018, and November 13 2018 (Ref. Nos. 021436-01-2018, 042012-01-2018, 076479-01-2018, and 107559-01-2018, respectively). c. On February 10 2019, the Bank's Board of Directors decided on early redemption in full of NIS 1 billion in nominal value of deposits/deferred capital notes (non-negotiable), linked to the Consumer Price Index. The redemption will take place in April-May 2019. The deposits/deferred capital notes were issued in April-May 2009 in a private placement to investment institutions. On March 5 2019, the Supervisor of Banks approved the early redemption. For further details, see Note 25 to the financial statements, an immediate report dated February 10 2019 (Ref. No. 011842-01-2019), and an immediate report dated March 5 2019 (Ref. No. 019249-01-2019). d. In 2018, shares were issued following the vesting of PSUs as part of the share-based renumeration policy for the Bank’s officers. For further details of the registered or issued capital, see Note 25 to the financial statements and an immediate report of the Bank dated March 6 2018 (Ref. No. 021445-01-2018). e. During 2018, the Bank carried out a buyback plan of approximately NIS 700 million according to a safe harbor protection mechanism published by the Israel Securities Authority (Legal Position No. 8-199). The buyback was carried out in two stages. The buyback plan, in which an external member purchased 30,412,578 shares for approximately NIS 700 million, was completed on November 22 2018. For further details about the buyback plan, see Note 25 to the financial statements and the Bank's immediate reports dated March 6 2018 and November 22 2018 (Ref. Nos. 021433-01-2018 and 112947-01-2018, respectively). Regulation 29(B) In the reporting year, no resolutions were made by the Corporation’s general meeting contradicting the Board of Directors’ recommendations on the matters outlined in Regulation 29(A).

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Regulation 29(C) In the report year, no special genera l meeting was convened. Regulation 29A - The Company’s Resolutions Regulation 29A(1) The Bank’s Audit Committee and Board of Directors approved guidelines for cases where there is a potential conflict of interest for an officer, as well as criteria for transactions that are not exceptional for the purpose of approving exceptional transactions pursuant to the Companies Law. Regulation 29A(4) A. For details on an indemnity and exemption obligation towards officers of the Bank (directors and other officers, including the Chairman of the Board of Directors and the Bank’s CEO), please see Note 26(G) to the Financial Statements above. B. On August 6 2014, the general meeting approved, following the approval of the Remuneration Committee and the Board of Directors, the extension of the framework resolution approved by the Bank’s general meeting on November 4 2010, which pre- authorized the Bank to acquire directors’ and officers’ liability insurance for the directors and officers of the Bank and the Group (hereinafter: the “Liability Insurance”), from time to time, without this requiring additional approval by the general meeting. The resolution period is until no later than the end of the policy period, which will be renewed in 2020. For more For more information, please see the immediate report on convening the general meeting dated June 30 2014 (Ref. No. 2014-01-103521) and on the resolutions of the special general meeting published on August 6 2014 (Ref. No. 2014-01-128649). The framework resolution was included in the new remuneration policy for the Bank’s officers approved by the Bank’s special shareholders meeting dated November 3 2016. For more information, please see the immediate report dated November 8 2016 (Ref. No. 2016-01- 074676). Accordingly, on February 4 2018, after receiving the approval and recommendation of the Audit Committee, the Bank’s Board of Directors approved the renewal of the directors and officers’ liability insurance policy in respect of directors and other office holders of the Bank and the Group (D&O), which includes coverage of $ 260 million per claim and per period and restoration at the same amount, all under the terms of the framework resolution. The new policy period will be from March 1 2018 to July 31 2019.

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