On July 3, 2024, Curtis Slipman notified Orgenesis Inc. (the ?Company?), of his decision to resign as a director of the Company, effective immediately, for personal reasons. Mr. Slipman?s resignation was not the result of any disagreement with the Company, or its management on any matter relating to the Company?s operations, policies or practices. The Company thanks Mr. Slipman for his contributions.

On July 8, 2024, the board of directors of the Company (the ?Board?), upon the recommendation of the Nominating Committee of the Board, appointed Dr. Itzhak Vider as a director, effective July 8, 2024, to fill the vacancy on the Board created by Mr. Slipman?s resignation. Dr. Vider will hold office until the next annual meeting of stockholders and until his successor shall be elected and qualified or until his earlier death, disqualification, resignation or removal. Concurrent with his appointment as a director of the Company, Dr. Vider was appointed to the Audit Committee of the Board.

The Board has affirmatively determined that Dr. Vider meets the applicable standards for an independent director under the listing rules of The Nasdaq Stock Market LLC (?Nasdaq?). There are no arrangements or understandings between Dr. Vider and any other person pursuant to which Dr. Vider was appointed as a director. There are no transactions to which the Company is a party and in which Dr. Vider has a material interest that are required to be disclosed under Item 404(a) of Regulation S-K. Dr. Vider has not previously held any positions with the Company and has no family relations with any directors or executive officers of the Company.

In connection with Dr. Vider?s appointment to the Board, and pursuant to the Company?s Non-Employee Director Compensation Policy (the ?Director Compensation Policy?), the Board granted to Dr. Vider a stock option to purchase up to 6,250 shares of the Company?s common stock. The stock option will have an exercise price per share of $0.65, the closing price of the Company?s common stock on The Nasdaq Capital Market on the date of grant. The stock option will vest in substantially equal installments on each of the first three anniversaries of the date of grant, subject to Dr. Vider?s continued service as a director.

In addition, Dr. Vider is entitled to receive an annual cash retainer of $40,000 and an annual grant of a stock option to purchase 12,500 shares for his service as a non-employee director of the Company pursuant to the Director Compensation Policy.