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GILAT SATELLITE NETWORKS LTD

For the period ended Aug 10, 2026. Filed Aug 10, 2026.

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Aug 10, 2026 · Filed Aug 10, 2026

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GILT$7.19+7.6%Stored close · as of Nov 6, 2026
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Contents

EX-99.1 · STATEMENT

STATEMENT

(Item 7 on the Proxy Card)

Pursuant to the ICL, any arrangement between the Company and its Chief Executive Officer relating to his or her compensation must generally be in compliance with the Company’s Compensation Policy for Executive Officers and Directors and requires approval of the Compensation Committee, the Board of Directors and the Company’s Shareholders, in that order.

The Compensation Committee and the Board of Directors have approved and recommended that the Company’s shareholders approve the amended terms of compensation of Mr. Sfadia, for his services as the Company’s Chief Executive Officer, as set forth below and in Annex C (the “CEO Bonus Plan”). Mr. Adi Sfadia has served as our Chief Executive Officer since November 2020, after serving as our interim Chief Executive Officer from July 2020.

Mr. Sfadia’s monthly salary shall be in the amount of NIS 140,000 (approximately US$45,830), effective as of January 1, 2027 (the “Base Salary”). Mr. Sfadia shall also be entitled to fringe benefits, including social benefits, annual vacation and reimbursement of expenses (collectively with the Base Salary, the “Base Compensation”), and an education fund payment (employee and employer) with respect to 50% of his full Base Salary.

In addition, in 2027, 2028 and 2029, Mr. Sfadia will be eligible to receive an annual cash bonus of up to six (6) months of his Base Salary and an over-achievement cash bonus of up to four (4) months of his Base Salary.

The terms of employment and compensation set forth in this Item 7 comply with the amended Compensation Policy for Executive Officers and Directors set forth in Item 5 above.

(Item 7(a))RESOLVED, to approve the Base Compensation, fringe benefits and the education fund payment to Mr. Adi Sfadia as Chief Executive Officer of the Company as described in Item 7 of the Proxy Statement.

(Item 7(b)) –RESOLVED, to approve the CEO Bonus Plan for the years 2027, 2028 and 2029 as described in Item 7 of the Proxy Statement and in Annex C.

The approval of the resolution in this Item 7 requires the affirmative vote of a majority of the shares present, in person or by proxy, and voting on the matter, provided that either: (i) at least a majority of the shares of shareholders who are not controlling shareholders and do not have a personal interest in the resolution are voted in favor of the proposed resolution; or (ii) the total number of shares of shareholders who are not controlling shareholders and do not have a personal interest in the resolution and are voted against the proposed resolution does not exceed two percent of the outstanding voting power in the Company.

In accordance with the Relief Regulations, a shareholder submitting a vote for this Item 7 is deemed to confirm to the Company that such shareholder does not have a personal interest in the approval of the amendments to the compensation terms of Mr. Adi Sfadia, the Company's Chief Executive Officer and is not a controlling shareholder, unless such shareholder has delivered the Company a notice in writing stating otherwise, no later than 10 a.m., Israel time, on September 8, 2026, to the attention of the Company’s Corporate Secretary, at our registered office in Israel, 21 Yegia Kapayim St., Kiryat Arye, Petah Tikva 4913020, Israel.

The Board of Directors recommends a vote FORthe approval of the amendments to the compensation terms of Mr. Adi Sfadia, the Company's Chief Executive Officer.

ITEM VIII. TO APPROVE THE GRANT OF PERFORMANCE STOCK UNITS (PSU) TO MR. ADI

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