Tower Semiconductor : Immediate Report of Meeting

ANNUAL GENERAL MEETING OF SHAREHOLDERS OF

TOWER SEMICONDUCTOR LTD.

July 3, 2023

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PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE

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1. TO ELECT each of the nine director nominees named below to serve as members of the Board of Directors of

FOR

AGAINST

ABSTAIN

the Company until the next annual meeting of shareholders and until their respective successors are duly

2. TO APPOINT Mr. Amir Elstein as the Chairman of the Board of Directors to serve until

elected.

FOR AGAINST

ABSTAIN

Amir Elstein

the next annual meeting of shareholders and until his successor is duly appointed and

approve the terms of his compensation in such capacity, as described in Proposal 2 of

Russell Ellwanger

the Proxy Statement, subject to approval of his election as a director under Proposal 1.

FOR

AGAINST

ABSTAIN

3. TO APPROVE the Compensation Policy, in the form attached as Exhibit A to the Proxy

Kalman Kaufman

Statement, as described in Proposal 3 of the Proxy Statement.

YES

NO

Do you have a "Personal Interest" (as defined in the Proxy Statement) with respect to

Dana Gross

the subject matter of Proposal 3?

FOR

AGAINST

ABSTAIN

Ilan Flato

4. TO APPROVE the increase in the annual base salary of Mr. Russell Ellwanger, the

Company's Chief Executive Officer, as described in Proposal 4 of the Proxy Statement.

Yoav Chelouche

YES

NO

Do you have a "Personal Interest" (as defined in the Proxy Statement) with respect to

Iris Avner

the subject matter of Proposal 4?

FOR

AGAINST

ABSTAIN

5. TO APPROVE the award of equity-based compensation to Mr. Russell Ellwanger, the

Michal Vakrat Wolkin

Company's Chief Executive Officer, as described in Proposal 5 of the Proxy Statement.

Avi Hasson

Do you have a "Personal Interest" (as defined in the Proxy Statement) with respect to

YES

NO

the subject matter of Proposal 5?

FOR

AGAINST

ABSTAIN

6. TO APPROVE the equity grant to each member of the Company's Board of Directors

(other than Amir Elstein and Russell Ellwanger), as described in Proposal 6 of the Proxy

Statement, subject to his or her respective election as a director under Proposal 1.

FOR

AGAINST

ABSTAIN

7. TO APPROVE the appointment of Brightman Almagor Zohar & Co., Certified Public

Accountants, a firm in the Deloitte Global Network, as the independent registered public

accountants of the Company for the year ending December 31, 2023, and for the period

commencing January 1, 2024, and until the next annual shareholders meeting, and the

authorization of the Audit Committee of the Board of Directors to determine the remu-

neration of such firm in accordance with the volume and nature of its services, as

To change the address on your account, please check the box at right and

described in Proposal 7 of the Proxy Statement.

indicate your new address in the address space above. Please note that

changes to the registered name(s) on the account may not be submitted via

this method.

Signature of Shareholder		Date:		Signature of Shareholder				Date:
Note:	Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When		signing as executor, administrator, attorney, trustee or		guardian,		please give full
	title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.

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TOWER SEMICONDUCTOR LTD.

Annual General Meeting of Shareholders

To be Held on Monday, July 3, 2023

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned shareholder of Tower Semiconductor Ltd. (the "Company") hereby appoints each of Dina Back Frimer and Nati Somekh, each with full power of substitution, as the true and lawful attorney, agent and proxy of the undersigned, to vote, as designated on the reverse side, all of the ordinary shares, par value NIS 15.00 per share, of the Company which the undersigned is entitled in any capacity to vote at the Annual General Meeting of Shareholders of the Company to be held at the offices of the Company located at 20 Shaul Amor Street, Ramat Gavriel Industrial Park, Migdal Haemek, Israel, on Monday, July 3, 2023, at 3:00 p.m. (Israel time) and all adjournments and postponements thereof (the "Meeting").

The undersigned hereby acknowledges receipt of the Notice of Annual General Meeting and the Proxy Statement accompanying such Notice, revokes any proxy or proxies heretofore given to vote upon or act with respect to the undersigned's shares and hereby ratifies and confirms all that the proxies or their substitutes may lawfully do by virtue hereof.

This proxy when properly executed will be voted in accordance with the manner directed herein by the undersigned shareholder. If no direction is made, this proxy will be voted FOR all director nominees named in Proposal 1 and FOR each of the other proposals.

VOTES CAST ON PROPOSALS 3, 4 AND 5 SET FORTH ON THE REVERSE WILL NOT BE COUNTED UNLESS "YES" OR "NO" HAS BEEN SPECIFIED AS TO WHETHER THE SHAREHOLDER HAS A PERSONAL INTEREST (AS DEFINED IN THE PROXY STATEMENT) WITH RESPECT TO SUCH PROPOSALS.