Notice of NICE’s Annual General Meeting of Shareholders


NICE Ltd. (the "Company") hereby announces that the Company's Annual General Meeting of Shareholders will be held on Wednesday, July 3, 2024, at 15:00 p.m. (local time), at the Company's offices at 13 Zarchin Street, Ra'anana 4310602, Israel (the "Meeting").

Summary of the Proposed Resolutions on the Meeting's Agenda:

  1. To elect five (5) non-executive directors to the Board of Directors of the Company;
  2. To elect an outside director to the Board of Directors of the Company;
  3. To approve an Update of the Executive Equity Award Caps and Performance Mix;
  4. To approve the CEO Equity Award;
  5. To re-appoint the Company’s independent auditors and to authorize the Board to set their remuneration; and
  6. To discuss the Company’s audited annual financial statements for the year ended December 31, 2023.

Record Date and Voting

The record date for determining the eligibility of shareholders to participate and vote at the Meeting will be at the close of business on Friday, May 31, 2024 (the "Record Date").

A shareholder holding Company shares on the Record Date may attend the Meeting and vote in person or appoint a proxy to participate and vote on his or her behalf at the Meeting (subject to the provisions of the Company's Articles of Association). Appointment of a proxy must be in writing, signed by the shareholder and delivered to the Company's registered office at least forty eight (48) hours before the Meeting. In addition, shareholders may vote with respect to each of the resolutions on the Meeting's agenda by means of a proxy card (the "Proxy Card"). Only the Proxy Cards received by the Company at least forty eight (48) hours before the Meeting, will be taken into account in the voting process. Each shareholder whose shares are registered with a member of the Tel Aviv Stock Exchange ("TASE") shall provide the Company with proof of ownership of the shares on the record date produced by the TASE member, as required by law. A shareholder whose shares are registered with a member of the TASE is entitled, in addition to the methods of voting mentioned above, to vote by means of an electronic vote through the electronic voting system of the Israel Securities Authority (https://votes.isa.gov.il/).

Review of Documents

For further details with respect to the issues on the agenda of the Meeting and the full version of the resolutions for approval see the Proxy Statement, which may be reviewed on the Israeli Securities Authority website at www.magna.isa.gov.il, on the TASE web at www.tase.co.il, on the U.S. Securities and Exchange Commission website at www.sec.gov and on the Company's website.