Made as of the 25 day of April, 2013OphthaliX, Inc. • April 26th, 2013 • Pharmaceutical preparations
on February 2, 2012 the shareholders of the Company approved the 2012 Stock Incentive Plan, a copy of which is attached as Exhibit A hereto (the "Plan"), on January 29, 2013 the Board of Directors of the Company has approved the Israeli Annex to the Plan to enable the grant of Options under Section 102 of the Israeli Tax Ordinance ("Section 102"), a copy of which is attached as Exhibit A hereto, forming an integral part hereof (the “ISOP”; the Plan and the ESOP shall collectively be referred to herein as the "ESOP"), and on April 22, 2013 the Board of Director of the Company has resolved to grant to the Optionee a Time Based Option to purchase up to 469,854 Common Stock of the Company and a Success Based Option to purchase up to 469,854 Common Stock of the Company (collectively, the "Shares") in accordance with the terms of the ESOP; and
