ISS Recommends Nano Dimension Shareholders Support All Four of Murchinson’s Proposals – Including the Removal of Yoav Stern From the Board - Seite 2

• “Stern is at the center of the underperformance and corporate governance concerns underpinning the dissident's compelling case for change.”

• Regarding Stern’s potential departure, ISS states, “that risk is worth accepting due to the urgency of the situation and the possibility of more value destruction under his continued guidance.”

• Addressing the other three sitting directors, ISS notes, “Gera, Rotem, and Nissan-Cohen have contributed, alongside Stern, to many of the decisions that have led to this state of affairs.”

• In contrast, “Dissident nominees Traub and Rosensweig would increase the independence of the board, and they would bring public company director and corporate governance expertise.”

Criticizing Nano Dimension’s corporate governance and response to Murchinson’s campaign, ISS wrote:

• “NNDM maintains a number of problematic governance policies and practices. Importantly, there is a classified board and there are structural concerns.”

• “Over the last three years, only five directors have stood for election, with no directors up for election at the 2020 annual meeting, two directors up for election at the 2021 annual meeting, and three directors up for election at the 2022 annual meeting.”

• “Regardless of the stated rationale, shuffling directors between classes has deprived shareholders of their right to opine on nominees. It is also worth noting that only five of nine directors are classified as independent, and the board does not maintain a nominating and governance committee.”

• “That the CEO has the right to approve new directors calls into question the ability of the board to effectively oversee management, and of the board to refresh itself.”

• “In addition to these concerns with board composition, structure, and independence, the board has adopted a defensive posture in response to the dissident's acquisition proposal and subsequent call for a special meeting.”

• “It is also important to consider the timing of the dissident's request. Shareholders rejected the company's proposals at the December 2022 special meeting, which can be seen as a message of no confidence.”

Murchinson stated: “ISS has fully recognized change is urgently needed at Nano Dimension. It is clear that ISS – and we believe other shareholders – share many of the concerns we have expressed throughout our campaign about the Company’s alarming performance, governance and disregard for the best interests of the Company and its shareholders. Notably, the report spells out the culpability of Chairman and CEO Mr. Stern in black and white. ISS's respected standing as both an expert in contested situations and as an objective third party should reinforce to shareholders that the call for change at Nano Dimension is the right one. As ISS notes, waiting means risking further value destruction. We strongly encourage fellow shareholders to vote today.”