Item 5.02 Departure of Directors or Certain Officers? Election of Directors?


           Appointment of Certain Officers? Compensatory Arrangements of Certain
           Officers.

On January 5, 2021, Pluristem Therapeutics Inc., or the Company, increased the size of its Board of Directors, or the Board, by two and appointed Maital Shemesh-Rasmussen and Rami Levy to serve as directors to fill the resulting vacancies, effective immediately. Neither Ms. Shemesh-Rasmussen nor Mr. Levy were appointed to serve on any Board committees.

Ms. Shemesh-Rasmussen, age 51, served as the Global Head of Marketing at Roche Diagnostics Information Solutions between 2018 and 2020. Between 2016 and 2018, she worked at Fitango Health, Inc. where she focused on marketing and business development. Between 2013 and 2016, she led Product Marketing at the Oracle Health Sciences Global Business Unit, as well as Marketing and Business Development in the Oracle Digital Health Innovation Unit. Prior to these positions, Ms. Shemesh-Rasmussen served as Vice President at JPMorgan Chase Bank from 2002 until 2007. Ms. Shemesh-Rasmussen holds a BA in Behavioral Sciences from Ben Gurion University.

Mr. Levy, age 62, is the Founder and President of Catalyst Group International, LLC where, since 2009, he has provided consulting services relating to strategic planning to notable clients in the private and public sectors. From 2004 to 2006, he served as Senior Deputy General and Head of Marketing Administration at Israel's Ministry of Tourism. He holds an MA with Honors in Political Science from The Hebrew University of Jerusalem.

As remuneration for their service as directors, each of Ms. Shemesh-Rasmussen and Mr. Levy will receive the same fees as the Company's other non-executive directors, as described in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2020. Except as otherwise set forth herein, there is no arrangement or understanding between Ms. Shemesh-Rasmussen or Mr. Levy and any other person pursuant to which they were elected as directors, and there are no transactions in which Ms. Shemesh-Rasmussen or Mr. Levy has an interest requiring disclosure under Item 404(a) of Regulation S-K. In connection with their respective appointments, the Company expects to enter into its standard indemnification agreements with Ms. Shemesh-Rasmussen and Mr. Levy, on substantially the same terms as the indemnification agreements previously entered into between the Company and each of its directors and executive officers.





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