EQUITY

3 Months Ended

Mar. 28, 2026

EQUITY

EQUITY

NOTE 4 - EQUITY

A.Share-based compensation plans

Mobileye Plan

In June 2025, the stockholders of the Company approved the Amended and Restated Mobileye Global Inc. 2022 Equity Incentive Plan (the “2022 Plan”). Equity awards under the 2022 Plan are granted for Class A shares and vest upon the satisfaction of a service-based vesting condition, mostly over service periods of three years.

Restricted Stock Units

The RSUs activity for the three months ended March 28, 2026 for RSUs granted to Company’s employees under the 2022 Plan was as follows:

		Weighted average grant
	Number of RSUs	date fair value
	In thousands	U.S. dollars
Outstanding as of December 27, 2025	32,853	$	20
Granted	5,450		8
Vested	(396)		24
Forfeited	(807)		20
Outstanding as of March 28, 2026	37,100	$	18

As of March 28, 2026, the unrecognized compensation cost related to all unvested RSUs granted under the 2022 Plan, was $401 million, which is expected to be recognized as an expense over a weighted-average period of 2.02 years.

Restricted Shares

In connection with the acquisition of Mentee Robotics, 23,651,844 Restricted Shares of Class A common stock were issued to the Mentee Founders. Such Restricted Shares were deposited with a deferred consideration trustee and will be released in equal portions twenty-four and forty-eight months after the closing date of February 3, 2026, subject to continued employment, or under certain circumstances affiliation, with the Company and its subsidiaries. For further detail, refer to Note 13 Business Combination.

The Restricted Shares activity for the three months ended March 28, 2026 was as follows:

	Number of Restricted	Grant date fair value per
	Shares	share
	In thousands	U.S. dollars
Outstanding as of December 27, 2025	—	$	—
Granted	23,652		9
Outstanding as of March 28, 2026	23,652	$	9

As of March 28, 2026, the unrecognized compensation cost related to all unvested Restricted Shares, was $199 million, which is expected to be recognized as an expense over a weighted-average period of 3.85 years.

Share-based compensation expense summary

Expenses recognized

Share-based compensation expenses included in the condensed consolidated statements of operations and comprehensive income (loss) were as follows:

	Three months ended
U.S. dollars in millions	March 28, 2026		March 29, 2025
Research and development, net	$	68	$	57
Sales and marketing		2		1
General and administrative		14		7
Total share-based compensation	$	84	$	65