| Number | Brief description of resolution | Your vote1. Mark relevant box with an X. | ||||
| The Board of Directors recommends that you vote "for" the following resolutions: | ||||||
| For | Against | Abstain | ||||
| 1. | To elect Donald R. Dixon as a director until the next annual meeting of the shareholders of the Company. | ☐ | ☐ | ☐ | ||
| 2. | To elect Izhak Nakar as a director until the next annual meeting of the shareholders of the Company. | ☐ | ☐ | ☐ | ||
| 3. | To elect Ido Schechter as a director until the next annual meeting of the shareholders of the Company. | ☐ | ☐ | ☐ | ||
| 4. | To elect Osnat Segev-Harel as a director until the next annual meeting of the shareholders of the Company. | ☐ | ☐ | ☐ | ||
| 5. | To amend the Company's Memorandum of Incorporation to provide that the Company's registered share capital will be NIS 5,000,000 (five million) divided into 115,000,000 (one hundred and fifteen million) Ordinary Shares, nominal value NIS 0.04 per share, and 10,000,000 (ten million) Series A Preferred Shares, nominal value NIS 0.04 per share. | ☐ | ☐ | ☐ | ||
| 6. | To adopt the Amended and Restated Articles of Association of the Company, (Exhibit A). | ☐ | ☐ | ☐ | ||
| 7. | To adopt the Second Amended and Restated Compensation Policy of the Company, in the form attached as Exhibit B. | ☐ | ☐ | ☐ | ||
| 7a. | No | Yes | ||||
Do you have a Personal Interest or are you a Controlling Shareholder2 | ☐ | ☐ | ||||
If you answered "yes" and have a Personal Interest, detail your Personal Interest:_________________________________. if you are a Controlling Shareholder, please circle "Controlling Shareholder". | ||||||
| For | Against | Abstain | ||||
| 8. | To approve the adoption of the US sub-plan to the Company's 2016 Israeli Incentive Plan in the form attached as Exhibit C. | ☐ | ☐ | ☐ | ||
| 9. | To approve the increase in the number of Ordinary Shares reserved for issue under the Company's 2016 Israeli Incentive Plan and under the US Sub-Plan by an additional 1,200,000, such that the total number of Ordinary Shares reserved for issue will be 2,700,000. | ☐ | ☐ | ☐ | ||
| 10. | To approve the signature of indemnification agreements between the Company and each of its present and future directors in the form attached as Exhibit D. | ☐ | ☐ | ☐ | ||
| 11. | To approve the signature of indemnification agreements between the Company and each of its present and future CEOs in the form attached as Exhibit D. | ☐ | ☐ | ☐ | ||
| No | Yes | |||||
| 11a. | Do you have a Personal Interest or are you a Controlling Shareholder2 | ☐ | ☐ | |||
If you answered "yes" and have a Personal Interest, detail your Personal Interest:__________________________________. if you are a Controlling Shareholder, please circle "Controlling Shareholder". | ||||||
| For | Against | Abstain | ||||
| 12. | To approve award of options to Osnat Segev-Harel, a Director of the Company, under the Company’s share option plan. | ☐ | ☐ | ☐ | ||
| 13. | To approve award of options to Donald R. Dixon, Martin Hale, Jr., Izhak Nakar, Osnat Segev-Harel and Ido Schechter, Directors of the Company, under the Company’s share option plan. | ☐ | ☐ | ☐ | ||
| 14. | To extend the appointment of Kost, Forer, Gabbay & Kasierer, as the independent public accountants of the Company. | ☐ | ☐ | ☐ | ||
Name of Shareholder in BLOCK LETTERS ____________________ | For individuals: Israeli ID no. Passport No. and Country of Issue ______________________ | For individuals: validity date of passport ________________________ | For Corporations No. of Registration _____________ | Signature ________________________ | ||
