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TOWER SEMICONDUCTOR LTD

For the period ended Jun 22, 2026. Filed Jun 22, 2026.

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What a company based outside the US has published at home or sent to its shareholders. It is how many foreign companies share results and news between annual reports.

Jun 22, 2026 · Filed Jun 22, 2026

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TSEM$137.34+4.8%Stored close · as of Nov 6, 2026
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EX-99.1 · Forward-Looking Statements

Forward-Looking Statements

This letter includes certain “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. There can be no assurance that actual results will not differ materially from our expectations or projections. Factors that could cause actual results to differ from our expectations or projections include the risks and uncertainties relating to our business described in “Item 3. Key Information-D. Risk Factors” of our Annual Report on Form 20-F for the year ended December 31, 2025, filed with the Commission on April 30, 2026.

Sincerely, On behalf of the Board of Directors Amir Elstein Chairman of the Board of Directors

Appendix A – Summary of Compensation Policy Changes Policy Area Current Policy Proposed Policy Business Rationale Governance Safeguards CEO Maximum Annual Bonus Opportunity Based on Corporate MBO Performance 175% of annual salary 225% of annual salary Better aligns incentive opportunities with global semiconductor and other high-other tech peer practices (median = 250% of annual salary; Tower is still lower than median) Bonus remains tied to pre-established performance metrics and minimum performance thresholds below which no bonus is earned. These metrics and thresholds are approved by both the Compensation Committee and Board of Directors. CEO Maximum Variable-to-Fixed Pay Ratio 17:1 20:1 Reflects increased emphasis on long-term and performance-based compensation. Compensation remains heavily performance-oriented and aligned with shareholder value creation. Other Executive Officer Maximum Variable-to-Fixed Pay Ratio 11:1 14:1 Supports retention and recruitment of critical executive talent. Compensation remains subject to Compensation Committee and Board of Directors oversight. CEO Annual Equity Award Limit (maximum cap) Up to 10x annual salary Up to 13x annual salary To enable alignment of compensation with Tower's significantly increased scale, complexity and market capitalization, as reflected in the peer group benchmark data. Any CEO equity grant remains subject to separate shareholder approval. Other Executive Officer Annual Equity Award Limit (maximum cap) Up to 5x annual salary Up to 7x annual salary Supports retention and recruitment of specialized executive talent globally. Awards remain subject to vesting requirements and Compensation Committee and Board of Directors oversight. Sign-On & Make-Whole Awards Up to 1x annual salary in cash, equity or a combination thereof Changed the 1x to cash and added an option to provide equity instead of the cash award, in an amount of up to 2x annual salary, including make-whole awards where appropriate Supports recruitment of highly qualified executives and replacement of unvested equity compensation at prior employer, if necessary; however, even 2x salary may not be sufficient to cover make-whole equity awards for U.S. executives. Minimum 60% of equity value must be delivered in PSUs; no more than 50% may vest after one year and remainder must vest over at least two additional years.

Appendix A – Summary of Compensation Policy Changes (cont’d.) Policy Area Current Policy Proposed Policy Business Rationale Governance Safeguards Performance Metric Weightings for Annual Bonus Program More narrowly defined weighting ranges; financial metrics capped at 70% of bonus weighting Broader weighting ranges; enabling weighting financial metrics up to 90% of bonus Increasing the weighting of the financial metrics cap allows the Board to place stronger focus on, and align compensation outcomes more closely with Tower’s financial performance. Performance objectives remain established and approved through the annual goal-setting process by the Compensation Committee and Board of Directors. D&O Insurance Coverage Limit $130 million $175 million Reflects Tower's significantly larger market capitalization and risk profile and places Tower in the lower range of the industry benchmark. Coverage remains subject to Israeli corporate governance requirements. Stock Ownership Guidelines Specified that a certain % of vested time-based RSUs need to be retained Clarified that unvested RSUs, unearned PSUs, and unexercised stock options do not count toward guideline compliance Ensures alignment between executives, directors and shareholders. 20% of shares issued upon the vesting of time-based RSUs must be retained until in compliance with the guidelines and no later than 5 years after appointment. Retirement / Succession Planning Framework No formal transition framework Adds structured retirement transition provisions that may provide for up to two years of continued equity vesting post-retirement Supports orderly succession planning and leadership continuity; ensures retired executives remain aligned with shareholder interests Subject to rigorous eligibility requirements (at least six months written notice, sum of age & continuous service needs to equal at least 70, and compliance with post-separation restrictive covenants). Director Joining Equity Grants No provision Allows prorated grants for directors appointed between annual meetings Improves Board recruitment flexibility and equitable treatment of new directors. Subject to shareholder approval at the next annual meeting and 50% vests 1 year after AGM approval promoting retention.

Appendix B – Peer Group Companies (n = 17) *Teradyne, Inc. and Universal Display Corporation were inadvertently omitted from the list of peer group companies set forth on Exhibit B to the Proxy Statement filed with the SEC, the Israeli Securities Exchange and TASE on May 21, 2026.

Appendix C – Tower’s TSR vs. SOXX ETF Jan. 1, 2025 to Jun. 15, 2026

Appendix D – Full Text Compensation Policy

Appendix D – Full Text Compensation Policy

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