MBLY · Mobileye Global Inc.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2026), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 25% of the RSUs vest and convert into common stock on each of the first four six-month anniversaries of the grant date (which grant date is July 10, 2026). If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2026), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 25% of the RSUs vest and convert into common stock on each of the first four six-month anniversaries of the grant date (which grant date is July 10, 2026). If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 25% of the RSUs vest and convert into common stock on each of the first four six-month anniversaries of the grant date (which grant date is July 10, 2026). If a vesting date falls on a non-business date, the next business date shall apply.

On February 3, 2026 (the "Closing Date"), pursuant to that certain Share Purchase Agreement (the "Share Purchase Agreement"), the Issuer directly and indirectly acquired all of the outstanding share capital of Mentee Robotics Ltd. ("Mentee" and together with the Share Purchase Agreement, the "Acquisition"). In connection with the Acquisition, each share of Mentee Robotics Ltd. held by the Reporting Person immediately prior to the Closing Date was exchanged for a combination of cash and shares of the Issuer's Class A Common Stock, par value $0.01 per share ("MBLY Global Common Stock"). Such shares of MBLY Global Common Stock were deposited with a trustee (the "Trustee"), portions of which are subject to a lock-up agreement and an escrow agreement, respectively, entered into in connection with the Acquisition.

On the Closing Date, the Reporting Person sold all of the issued and outstanding shares of Mentee held by the Reporting Person immediately prior to the Closing Date in exchange for the right to receive (i) cash equal to fifty percent (50%) of the Reporting Person's total consideration, less (a) fifty percent (50%) of the Reporting Person's pro rata share escrow amount contribution and (b) the pro rata representative expense amount contribution, and (ii) shares of MBLY Global Common Stock. The number of shares of MBLY Global Common Stock issued was determined by dividing fifty percent (50%) of the Reporting Person's total consideration by a volume weighted average of the closing sale prices for MBLY Global Common Stock as quoted on the NASDAQ Stock Market over the thirty (30) trading days ending immediately prior to the date of the Share Purchase Agreement (the "Signing Date").

An amount of MBLY Global Common Stock issued to the Reporting Person equal to fifty percent (50%) of the Reporting Person's pro rata escrow amount contribution is subject to an escrow Agreement entered into on the Closing Date and pursuant to the Share Purchase Agreement.

On February 3, 2026 (the "Closing Date"), pursuant to that certain Share Purchase Agreement (the "Share Purchase Agreement"), the Issuer directly and indirectly acquired all of the outstanding share capital of Mentee Robotics Ltd. ("Mentee" and together with the Share Purchase Agreement, the "Acquisition"). In connection with the Acquisition, each share of Mentee Robotics Ltd. held by the Reporting Person immediately prior to the Closing Date was exchanged for a combination of cash and shares of the Issuer's Class A Common Stock, par value $0.01 per share ("MBLY Global Common Stock"). Such shares of MBLY Global Common Stock were deposited with a trustee (the "Trustee"), portions of which are subject to a lock-up agreement and an escrow agreement, respectively, entered into in connection with the Acquisition.

On the Closing Date, the Reporting Person sold all of the issued and outstanding shares of Mentee held by the Reporting Person immediately prior to the Closing Date in exchange for the right to receive (i) cash equal to fifty percent (50%) of the Reporting Person's total consideration, less (a) fifty percent (50%) of the Reporting Person's pro rata escrow amount contribution and (b) the Reporting Person's pro rata representative expense amount contribution, and (ii) shares of MBLY Global Common Stock. The number of shares of MBLY Global Common Stock issued was determined by dividing fifty percent (50%) of the Reporting Person's total consideration by a volume weighted average of the closing sale prices for MBLY Global Common Stock as quoted on the NASDAQ Stock Market over the thirty (30) trading days ending immediately prior to the date of the Share Purchase Agreement (the "Signing Date").

An amount of MBLY Global Common Stock issued to the Reporting Person equal to fifty percent (50%) of the Reporting Person's pro rata escrow amount contribution is subject to an escrow agreement entered into on the Closing Date and pursuant to the Share Purchase Agreement.

Represents shares of MBLY Global Common Stock issued in connection with the Acquisition that were deposited with a Trustee as deferred consideration pursuant to the Share Purchase Agreement and a deferred consideration trustee agreement entered into on the Closing Date. Shares of MBLY Global Common Stock released from escrow to the Reporting Person pursuant to the terms of the Share Purchase Agreement and the Escrow Agreement, will remain subject to the aforementioned deferred consideration trustee agreement.

On the Closing Date, the Reporting Person sold all of the issued and outstanding shares of Mentee held by the Reporting Person immediately prior to the Closing Date in exchange for the right to receive (i) cash equal to fifty percent (50%) of the Reporting Person's total consideration, less (a) fifty percent (50%) of the Reporting Person's pro rata escrow amount contribution and (b) the Reporting Person's pro rata representative expense amount contribution, and (ii) shares of MBLY Global Common Stock. The number of shares of MBLY Global Common Stock issued was determined by dividing fifty percent (50%) of the Reporting Person's total consideration by a volume weighted average of the closing sale prices for MBLY Global Common Stock as quoted on the NASDAQ Stock Market over the thirty (30) trading days ending immediately prior to the date of the Share Purchase Agreement (the "Signing Date").

An amount of MBLY Global Common Stock issued to the Reporting Person equal to fifty percent (50%) of the Reporting Person's pro rata escrow amount contribution is subject to an escrow agreement entered into on the Closing Date and pursuant to the Share Purchase Agreement.

Represents shares of MBLY Global Common Stock issued in connection with the Acquisition that were deposited with a Trustee as deferred consideration pursuant to the Share Purchase Agreement, a deferred consideration agreement entered into on the Signing Date and a deferred consideration trustee agreement entered into on Closing Date. Shares of MBLY Global Common Stock released from escrow to the Reporting Person pursuant to the terms of the Share Purchase Agreement and the escrow agreement, will remain subject to the aforementioned deferred consideration agreement and the deferred consideration trustee agreement.

On the Closing Date, the Reporting Person sold all of the issued and outstanding shares of Mentee held by the Reporting Person immediately prior to the Closing Date in exchange for the right to receive (i) cash equal to fifty percent (50%) of the Reporting Person's total consideration, less (a) fifty percent (50%) of the Reporting Person's pro rata share escrow amount contribution and (b) the pro rata representative expense amount contribution, and (ii) shares of MBLY Global Common Stock. The number of shares of MBLY Global Common Stock issued was determined by dividing fifty percent (50%) of the Reporting Person's total consideration by a volume weighted average of the closing sale prices for MBLY Global Common Stock as quoted on the NASDAQ Stock Market over the thirty (30) trading days ending immediately prior to the date of the Share Purchase Agreement (the "Signing Date").

An amount of MBLY Global Common Stock issued to the Reporting Person equal to fifty percent (50%) of the Reporting Person's pro rata escrow amount contribution is subject to an escrow Agreement entered into on the Closing Date and pursuant to the Share Purchase Agreement.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 100% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is December 5, 2025). If the vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 100% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is December 5, 2025). If the vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 100% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is December 5, 2025). If the vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 100% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is December 5, 2025). If the vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 100% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is December 5, 2025). If the vesting date falls on a non-business date, the next business date shall apply.

Each share of Class B common stock ("Class B Common Stock") of Mobileye Global Inc. ("Mobileye") is convertible into one share of Class A common stock of Mobileye ("Class A Common Stock") at any time at the option of the holder. The Class B Common Stock has no expiration date.

These securities are held directly by Intel Overseas Funding Corporation ("IOFC"), of which Intel Corporation is the sole stockholder.

This amount represents the $16.50 secondary public offering price per share of Class A Common Stock, less the underwriting discount of $0.45375 per share.

These securities are held directly by Intel Overseas Funding Corporation ("IOFC"), of which Intel Corporation is the sole stockholder.

Each share of Class B common stock ("Class B Common Stock") of Mobileye Global Inc. ("Mobileye") is convertible into one share of Class A common stock of Mobileye ("Class A Common Stock") at any time at the option of the holder. The Class B Common Stock has no expiration date.

These securities are held directly by Intel Overseas Funding Corporation ("IOFC"), of which Intel Corporation is the sole stockholder.

This amount represents the price per share at which securities were sold by IOFC to Mobileye.

These securities are held directly by Intel Overseas Funding Corporation ("IOFC"), of which Intel Corporation is the sole stockholder.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, 100% of the RSUs vest and convert into common stock on the first anniversary of the grant date. If the vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2025), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2025), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2025), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2025), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2025), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.080000 to $16.151000 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited earlier under the terms of the award, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2024). If a vesting date falls on a non-business date, the next business day shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited earlier under the terms of the award, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2024). If a vesting date falls on a non-business date, the next business day shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited earlier under the terms of the award, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2024). If a vesting date falls on a non-business date, the next business day shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited earlier under the terms of the award, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2024). If a vesting date falls on a non-business date, the next business day shall apply.

On November 13, 2024, the reporting person contributed 139,456 shares of MBLY Class A Common Stock from his individual trust to a grantor retained annuity trust (GRAT) for the benefit of himself and his children.

On November 13, 2024, the reporting person contributed 139,456 shares of MBLY Class A Common Stock from his individual trust to a grantor retained annuity trust (GRAT) for the benefit of himself and his children.

This transaction was executed in multiple trades at prices ranging from $14.8600 to $14.9600. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in multiple trades at prices ranging from $15.4600 to $15.4800. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in multiple trades at prices ranging from $15.5000 to $16.4950. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in multiple trades at prices ranging from $16.5000 to $17.0000. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2024), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2024), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2024), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited under the terms of the award, (a) 40% of the RSUs vest and convert into common stock on the first anniversary of the grant date (which grant date is July 10, 2024), (b) 30% of the RSUs vest and convert into common stock on the second anniversary of the grant date and (c) 30% of the RSUs vest and convert into common stock on the third anniversary of the grant date. If a vesting date falls on a non-business date, the next business date shall apply.

Grant of restricted stock units (RSUs), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless forfeited earlier under the terms of the award, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is June 7, 2024). If a vesting date falls on a non-business date, the next business day shall apply.

This transaction was executed in multiple trades at prices ranging from $28.05 to $28.28. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in multiple trades at prices ranging from $25.6700 to $25.6792. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in multiple trades at prices ranging from $27.7200 to $27.7900. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Grant of restricted stock units (RSU), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless earlier forfeited under the terms of the RSU, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2023). If a vesting date falls on a non-business date, the next business day shall apply.

Grant of restricted stock units (RSU), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless earlier forfeited under the terms of the RSU, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2023). If a vesting date falls on a non-business date, the next business day shall apply.

Grant of restricted stock units (RSU), each of which represents the right to receive, following vesting, one share of Class A common stock of Mobileye Global Inc. Unless earlier forfeited under the terms of the RSU, 100% of the RSUs vest and convert on the first anniversary of the grant date (which grant date is December 5, 2023). If a vesting date falls on a non-business date, the next business day shall apply.