Teva Pharmaceutical Industries : Immediate Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement
☐	Definitive Proxy Statement
☒	Definitive Additional Materials
☐	Soliciting Material under §240.14a-12

• Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

• No fee required.

• Fee paid previously with preliminary materials.
• Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

The following communication was sent to certain holders of its ordinary shares by Teva Pharmaceutical Industries Limited:

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

2024 ANNUAL MEETING OF SHAREHOLDERS

June 6, 2024

4:00 p.m. (Israel time), 9:00 a.m. (Eastern time)

Virtual format only

Participation instructions for the Teva Pharmaceutical Industries Limited

2024 Annual Meeting of Shareholders and information on how to vote through the online meeting platform are available in the proxy statement which can be viewed at www.tevapharm.com/2024proxymaterials.

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to be Held on June 6, 2024.

Notice is hereby given that the 2024 Annual Meeting of Shareholders (the "meeting") of Teva Pharmaceutical Industries Limited ("Teva") will be held in a virtual format on June 6, 2024 at 4:00 p.m. (Israel time) / 9:00 a.m. (Eastern time).

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. This is not a form for voting.

The Notice of Annual Meeting of Shareholders and Proxy Statement and Annual Report are available at

www.tevapharm.com/2024proxymaterials.

If you want to receive a paper copy or an e-mail with links to the electronic materials, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before May 16, 2024 to facilitate timely delivery. Unless requested, you will not otherwise receive a paper or email copy.

Matters intended to be acted upon at the meeting are listed below.

1. To appoint the following persons to Teva's Board of Directors: Prof. Varda Shalev to serve as a director until Teva's 2026 annual meeting of shareholders, and Rosemary A. Crane, Gerald M. Lieberman and Prof. Ronit Satchi-Fainaro to serve as directors until Teva's 2027 annual meeting of shareholders.
2. To approve, on a non-binding advisory basis, the compensation for Teva's named executive officers.
3. To recommend, on a non-binding advisory basis, to hold a non-binding, advisory vote to approve the compensation for Teva's named executive officers every one, two or three years.
4. To appoint Kesselman & Kesselman, a member of PricewaterhouseCoopers International Ltd., as Teva's independent registered public accounting firm until Teva's 2025 annual meeting of shareholders.

In addition, shareholders will consider Teva's annual consolidated financial statements for the year ended December 31, 2023.

The Board of Directors recommends that you vote FOR proposals 1, 2 and 4.

The Board of Directors recommends that you vote One Year with respect to proposal 3.

To request paper copies of the proxy materials, which include the proxy card,

proxy statement and annual report, please contact us via:

• Telephone - Call our proxy solicitor, Innisfree M&A, Inc., toll free within the U.S. and Canada at [phone] or outside the U.S. at + 1 [phone]. In Israel, call us at [phone].
• Email - Send us an email at [e-mail]. The email must include:
• • Your preference to receive printed materials via mail -or- to receive an email with links to the electronic materials.
  • If you choose email delivery you must include the email address.
  • If you would like this election to apply to delivery of material for all future meetings, write the word "Permanent".

In order to ensure timely delivery, you must request the information no later than May 16, 2024. 2