BRAINSTORM CELL THERAPEUTICS INC.

From time to time, the Company may become involved in litigation relating to claims arising out of operations in the normal course of business, which the Company considers routine and incidental to its business.

Between November 1, 2023 and April 12, 2024, five lawsuits were filed in the U.S. District Court for the Southern District of New York by purported shareholders of the Company.

On November 1, 2023, a purported shareholder of the Company filed a putative securities class action complaint against the Company and certain of its then current officers, captioned Sporn v. Brainstorm Cell Therapeutics Inc., et al. (the “Securities Complaint”), in the United States District Court for the Southern District of New York (the “Securities Action”). The Lead Plaintiff filed an Amended Complaint on April 1, 2024; the Amended Complaint adds a former officer as an individual defendant. The Amended Complaint in the Securities Action alleges violations of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder against all defendants and control person violations of Section 20(a) against the individual defendants, relating to NurOwn® for the treatment of ALS, the Company’s submissions to and communications with the FDA in support of the approval of NurOwn® for the treatment of ALS, and the prospects of future approval of NurOwn® by the FDA. The Securities Action seeks, among other things, damages in connection with an allegedly inflated stock price between February 18, 2020 and September 27, 2023, as well as attorneys’ fees and costs.

On September 15, 2025, the Court issued an opinion and order granting in part and denying in part the motion to dismiss the Amended Complaint. The Court dismissed the Section 10(b) claims that were based on statements regarding biomarker data, statements of opinion regarding the interpretation of clinical trial results, and statements regarding the likelihood of FDA approval. The Court also dismissed in its entirety the insider trading claim brought against the Company and one of the individual defendants, finding that the plaintiffs failed to allege motive and opportunity to commit fraud. The Court found, however, that the Amended Complaint adequately pleaded claims with respect to certain statements regarding the FDA’s views on the design of the NurOwn clinical trial; whether a particular subgroup analysis in that trial was “prespecified”; whether the FDA agreed that the results in the trial could be explained by “floor effects”; and the safety profile of NurOwn. The Section 20(a) control person liability claims survive dependent on those Section 10(b) claims. The parties are currently in discovery.

On February 14, 2024, February 15, 2024, March 21, 2024, and April 12, 2024, four purported shareholders of the Company filed derivative action complaints against the Company as nominal defendant and certain of its then current and former officers and directors, captioned Porteous v. Lebovits, et al.; Andrev v. Lebovits, et al.; Holtzman v. Lebovits, et al.; and Hamby v. Lebovits, et al. (the “Derivative Complaints”) in the United States District Court for the Southern District of New York (the “Derivative Actions”). On April 25, 2024, the Court consolidated the Derivative Actions into a consolidated action captioned In Re Brainstorm Cell Therapeutics, Inc. Derivative Litigation (the “Consolidated Derivative Action”), and appointed Co-Lead Counsel... The plaintiffs have not yet filed a consolidated complaint; the Derivative Actions, brought on behalf of the Company, each assert state law claims for breach of fiduciary duty and unjust enrichment against the individual defendants. The complaints in Holtzman and Hamby also assert state law claims against the individual defendants for abuse of control, gross mismanagement, corporate waste, a claim against the individual defendants for violations of Section 14(a) of the Exchange Act, and a claim against two officer defendants for contribution under Sections 10(b) and 21D of the Exchange Act. The Derivative Complaints allege that the individual defendants breached their fiduciary duties and duties under the Exchange Act in connection with the Company’s internal controls relating to the same matters alleged in the Securities Action, and that their actions or omissions could not have been a good faith exercise of prudent business judgment. The Derivative Actions seek, among other things, monetary damages and disgorgement of performance-based compensation granted in connection with an allegedly inflated stock price between August 15, 2022 and September 27, 2023, as well as attorneys’ fees and costs. The Company and the individual defendants intend to vigorously defend against these lawsuits.

On November 22, 2024, 3D Communications, LLC filed a lawsuit against the Company in the U.S. District Court for the District of Delaware, captioned 3D Communications, LLC v. Brainstorm Cell Therapeutics, Inc. The Complaint asserts a claim for breach of contract and alleges that 3D Communications provided certain consulting and other services to the Company pursuant to a master services agreement and statement of work, and that the Company has not timely paid the corresponding invoices. The Company has filed an Answer to the Complaint. 3D Communications seeks monetary damages under those agreements, as well as attorneys’ fees and costs. Fact discovery has concluded. On June 11, 2026, 3D Communications filed a motion for summary judgment on its breach of contract claim, seeking judgment of approximately $0.5 million in allegedly unpaid invoices, plus pre- and post-judgment interest. The Company filed an answering brief in opposition to the motion, and 3D Communications filed a reply. The motion is fully briefed and remains pending before the Court. The Company disputes the allegations and intends to continue to vigorously defend against the action.

On June 18, 2026, Brainstorm Cell Therapeutics Ltd., the Company’s wholly owned Israeli subsidiary, was served with a statement of claim filed by Sourasky University Medical Center (“Ichilov”) in the Magistrates’ Court of Tel Aviv-Jaffa. The claim alleges breach of an agreement for the use of clean rooms at Ichilov’s facility and seeks NIS 2,117,950 (approximately $0.7 million), in alleged unpaid use fees, interest and related charges, as well as a declaration that the subsidiary fundamentally breached the agreement. The statement of defense, together with any counterclaim, is due in October, 2026. The subsidiary denies the claim, intends to contest it vigorously and is considering a counterclaim arising from Ichilov’s breaches of the agreement. The subsidiary previously demanded NIS 17 million (approximately $5.5 million) from Ichilov and expects any counterclaim to be in that range.

The Company intends to vigorously defend against these lawsuits.