Pagaya Technologies Ltd

Director and Officer Trading Plans or other Arrangements

Our directors and officers (as defined in Exchange Act Rule 16a-1(f)) may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5–1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act. During the quarter ended June 30, 2024, four officers or directors entered into 10b5-1 trading arrangements. First, on July 2, 2024, after terminating a legacy 10b5-1 plan on May 10, 2024, Tami Rosen, adirector and the Company’s Chief Development Officer, entered into a new 10b5-1 Plan, with an end date of April 7, 2025, to sell a maximum aggregate of 62,465 shares. Second, on July 2, 2024, Avital Pardo, adirector and Chief Technology Officer of the Company, entered into a 10b5-1 Plan, with an end date of October 1, 2025, to sell a maximum aggregate of 300,000 shares. Third, on July 2, 2024, Yahav Yulzari, adirector and Chief Revenue Officer of the Company, entered into a 10b5-1 Plan, with an end date of October 1, 2025, to sell a maximum aggregate of 300,000 shares. Fourth, on June 24, 2024, Evangelos Perros, the Company’s Chief Financial Officer, entered into a 10b5-1 Plan, with an end date of December 31, 2024, to sell a maximum aggregate of 23,7912 shares. Note that the maximum number of shares for these plans include shares that the directors will sell, at the time of vesting, to cover their tax liability.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Departure of Chief Operating Officer; Appointment of New Chief Operating Officer and Chief Commercial Officer

Effective August 8, 2024, Mr. Amol Naik resigned from his role as Chief Operating Officer of the Company. In connection with his departure, the Company entered into a Release and Settlement Agreement, filed herewith as Exhibit 10.1.

As announced by the Company on August 5, 2024, Mr. Ralph Leung, age 47, has joined the Company as Chief Operating Officer and Chief Commercial Officer. From 2021 until joining the Company, Mr. Leung served as Chief Financial Officer of Achieve, a consumer fintech. Prior to that, he served as Chief Financial Officer of Fivestars, a two-sided consumer merchant network. In connection with his appointment, Mr. Leung entered into an Employment Agreement with the Company pursuant to which he is entitled to an annual salary of $650,000, an annual target bonus of $600,000 and an equity grant, subject to the approval of the Board of Directors. In addition, Mr. Leung will be entitled to a performance-based bonus and will participate in other compensation and benefit programs commensurate with other Company executives at his level.

Mr. Leung’s appointment is not pursuant to any arrangement or understanding with respect to any other person. There are no family relationships between Mr. Leung and any director, executive officer or other person requiring disclosure under Item 401(d) of Regulation S-K. There are no transactions in which Mr. Leung has an interest requiring disclosure under Item 404(a) of Regulation S-K. The Company does not deem Mr. Leung to be an “executive officer,” as such term is defined in Rule 3b-7, promulgated under the Securities Exchange Act of 1934, as amended.

2 Does not include shares that may be acquired through vesting of stock grants, exercise of options or open market purchases.