convening of meeting false

סאפיינס אינטרנשיונל קורפוריישן אן וי	2 670
SAPIENS INTERNATIONAL CORPORATION N.V
Corporation no: 53368	15553

	Israel Securities Authority			Tel Aviv Stock Exchange		C460 ( Public )		Reported via MAGNA:	29/10/2025
	www.isa.gov.il			www.tase.co.il				Reference:	2025-02-081340	Time of broadcast: 11:38 11:38

Immediate Report of Meeting

Whether to enable voting via the Voting System Yes

Explanation: Enabling voting via the Voting System is optional for dual-listing companies (including companies incorporated in Israel). Using the Voting System requires the company by law to process all votings made through it.

The corporation hereby gives notice of: convening of meeting

The reference number for the most recent notification of a meeting is _________ which was called for the date _________

Reason for Postponement or Cancellation: _________ _________

Explanation: Please refer to the reference number of the most recent notification of the convening or deferral of the meeting

1. On the date: 15/10/2025

it was decided on convening of meeting extraordinary meeting _________ ,

that will be held on the day Wednesday on the date : 19/11/2025 time: 17:00

at address: Company’s offices at Azrieli Center, 26 Harokmim Street, Holon, 5885800, Israel

For the Voting System's needs: The last date for voting in the voting system shall be up to 10 hours from the date of convening the meeting

Explanation: If this field is empty the default is six hours.

2. Details of security in the Stock Exchange that entitles the holder thereof to participate in the meeting

Security number 1087659

Security name סאפיינס

Security type Share

Explanation: If a meeting concerning more than one security is required, a report on C460 will be made separately for every additional security. Reports that specify additional security numbers must be followed by an amending report

The determining date for entitlement to participate and vote in the meeting: 14/10/2025

3. On the Agenda - Items/Decisions to be raised at the meeting

1

1

The item/decision and its particulars:

Resolved, as a special resolution, that the following be approved and authorized in all respects: (a) the Agreement and Plan of Merger, dated as of August 12, 2025 (the “Merger Agreement”), by and among the Company, SI Swan UK Bidco Limited, a private limited company incorporated under the laws of Guernsey (“Bidco”), SI Swan Guernsey Holdco Limited, a private limited company incorporated under the laws of Guernsey (“Parent”), and SI Swan Cayman Merger Sub Ltd., a Cayman Islands exempted company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Company (the “Merger”) and cease to exist, with the Company continuing as the surviving company (such Merger Agreement being in the form approved by the directors of the Company on August 12, 2025 and attached as Annex A to the proxy statement and which will be produced and made available for inspection at the extraordinary general meeting); (b) the plan of merger required to be registered with the Registrar of Companies of the Cayman Islands in connection with the Merger (the “Plan of Merger”) (such Plan of Merger being substantially in the form approved by the directors of the Company on August 12, 2025 and attached as Annex B to the proxy statement and which will be produced and made available for inspection at the extraordinary general meeting); and (c) the consummation of the transactions contemplated by the Merger Agreement and the Plan of Merger (collectively, the “Transactions”), including (i) the Merger, (ii) the entry by the Company into the Plan of Merger, and (iii) the amendment and restatement of the existing memorandum and articles of association of the Company by the deletion in their entirety and the substitution in their place of the new memorandum and articles of association effective at the effective time of the Merger (as defined in the Plan of Merger and herein, the “Effective Time”), in the form attached as Annexure 2 to the Plan of Merger (the “Adoption of Amended M&A”) and any variation of the rights attaching to the Common Shares in the Company arising from the Adoption of Amended M&A.

Enable Editing the item/decision and its particulars

Does this require disclosure of any ties or other features of the voting security holder? No

_________

Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.

In the event of a meeting of bondholders

Resolution pertaining to other interests _________

Details of the other interests

_________

Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.

Resolution to require holders to provide additional details _________

List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):

_________

Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.

No longer on the agenda

Items brought for one of the following: Voting

Majority required not a simpe majority Special resolutions (require two-thirds majority of Common Shares present and voting)

2

2

The item/decision and its particulars:

Resolved, as a special resolution, that each of the directors and/or officers of the Company be authorized to do all things necessary to give effect to the Merger Agreement, the Plan of Merger and the consummation of the Transactions, including the Merger and the Adoption of Amended M&A.

Enable Editing the item/decision and its particulars

Does this require disclosure of any ties or other features of the voting security holder? No

_________

Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.

In the event of a meeting of bondholders

Resolution pertaining to other interests _________

Details of the other interests

_________

Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.

Resolution to require holders to provide additional details _________

List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):

_________

Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.

No longer on the agenda

Items brought for one of the following: Voting

Majority required not a simpe majority Special resolutions (require two-thirds majority of Common Shares present and voting)

3

3

The item/decision and its particulars:

Resolved, as an ordinary resolution that at the Effective Time, each of Don Whitt and Sarah Wise (having consented to act) be appointed as a director of the Company (as the surviving company in the Merger) in accordance with the memorandum and articles of association to be adopted at the Effective Time.

Enable Editing the item/decision and its particulars

Does this require disclosure of any ties or other features of the voting security holder? No

_________

Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.

In the event of a meeting of bondholders

Resolution pertaining to other interests _________

Details of the other interests

_________

Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.

Resolution to require holders to provide additional details _________

List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):

_________

Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.

No longer on the agenda

Items brought for one of the following: Voting

Majority required simple majority _________

4

4

The item/decision and its particulars:

If necessary, resolved, as an ordinary resolution that the extraordinary general meeting be adjourned in order to allow the Company to solicit additional proxies in the event that there are insufficient proxies received at the time of the extraordinary general meeting to constitute a quorum or pass the special resolutions to be proposed at the extraordinary general meeting.

Enable Editing the item/decision and its particulars

Does this require disclosure of any ties or other features of the voting security holder? No

_________

Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.

In the event of a meeting of bondholders

Resolution pertaining to other interests _________

Details of the other interests

_________

Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.

Resolution to require holders to provide additional details _________

List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):

_________

Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.

No longer on the agenda

Items brought for one of the following: Voting

Majority required simple majority _________

Attachment of report of convening meeting: Notice_to_TASE_combined_isa.pdf

4. Attached

Yes wording of the voting letter

No position notification

Proxy_Card_Sapiens_Nov_2025_EGM_isa.pdf

No declaration of candidate to serve as director in corporation.

No declaration of independent director

No declaration of outside director

_________

5. The place and the times at which it is possible to examine any proposed decision the wording of which was not presented in full in the specification of the agenda above

Company’s offices at Azrieli Center, 26 Harokmim Street, Holon, 5885800, Israel. From Sunday through Thursday, from 9:30 am to 4:30 pm

6. Link to the Voting System site: Voting System

Meeting Identifier: _________

Note: 'Meeting Identifier' is the first report's reference number. In the first report this field is empty.

References of previous documents relating to this matter(the reference does not constitute incorporation by reference):
Stock Exchange/Market: TASE	Date of revision of form structure: 06/08/2024
Address: Harokmim. Azrieli Center 26 , Holon 5885800   , ISRAEL Tel: 03-7902000 , 03-7902033 Fax: 03-7902942
E-mail address: info.sapiens@sapiens.com   Company site: www.sapiens.com
Previous names of reporting entity:
Name of the Signatory: Swisa Peer Keren Position of Signatory in the reporting corporation: Company Secretary Name of Employer Company:
Address: Harokmim 26 , Holon 5885800 Telephone: 050-4085080 Facsimile: E-mail: keren.peer@sapiens.com 1
ISRAEL