Adi Zim continues to block the compensation increase for the Yakobi brothers

The Yakobi brothers, controlling shareholders of the Yakobi YSB group, are insisting on an upgrade to their compensation terms, but Adi Zim, a 16.5% shareholder, continues to block the move. Consequently, the executives are currently not receiving a salary.

CalcalistAuthor: Amir Prager
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Adi Zim continues to block the compensation increase for the Yakobi brothers
Photo: Calcalist / צילום: עמית שעל

The Yakobi brothers, controlling shareholders of the Yakobi YSB group, insist on upgrading their compensation terms, but Adi Zim, a shareholder in the company, is making it difficult for them, and in the meantime, they are not receiving a salary. In February, he already led the shareholders' meeting to oppose it. In July, the company, which deals with the establishment and execution of projects, maintenance and operation of systems and buildings, requested to bring the upgrade of terms to a vote again but was forced to postpone it twice, the last time being last week, citing "exhaustion of discussions with shareholders," meaning attempts to overcome Zim's opposition.

Zim, the controlling shareholder of the non-bank credit company SR Accord, is the largest shareholder (16.5%) in the Yakobi group who is not a member of the Yakobi family. To approve the salary terms of the controlling shareholders, brothers Pini (38.6%) and Amir (25.8%) Yakobi, the support of a majority of shareholders not related to them is required, and therefore Zim's position on the matter is critical.

In 2022, the shareholders' meeting last approved the compensation terms of the two brothers, who serve as chairman (Pini Yakobi) and CEO of the company (Amir Yakobi). This was only after the two retracted an attempt to approve bonuses for themselves that were not related to performance. However, in November, their salary terms expired. At the end of 2025, they requested the meeting's approval to update and upgrade them. But eventually, and after several postponements, in February, Zim led it, as mentioned, to oppose it.

Now the two are asking the meeting to approve exactly the same terms that were rejected in February. Pini Yakobi wants to receive a salary with an annual cost of up to 4.1 million shekels instead of 2.95 million shekels today. Amir Yakobi is asking to receive a salary with a cost of 3 million shekels instead of 2 million shekels today. The upgrade of terms comes mainly from adding the option to receive annual bonuses that will be derived from the group's annual profit, up to a ceiling of 1.1 million shekels for Pini and 950 thousand shekels for Amir. In practice, if the company's performance from recent years continues in the coming years, the proposed upgrade will remain meaningless, because those bonuses are derived from profit, and that has not been recorded.

At the Yakobi company, they explained the upgrade of terms by saying that under the leadership and management of Pini and Amir, the company has developed and reached "impressive achievements and results," among other things, by entering new areas of activity and expanding the customer base. However, Zim's opposition comes against the backdrop of a gap between these descriptions and the company's performance results. Thus, 2025 was the third consecutive year, and the fourth in the last five years, that Yakobi ended with a loss (except for 2022, when it enjoyed a one-time profit from the sale of shares in a subsidiary). It ended 2025 with a loss even though its revenues jumped by 29% compared to 2024 and reached 407 million shekels. However, its administrative and general expenses, which reached 42.4 million shekels, were higher than the gross profit. 2025 was not an exception in this aspect, and in four of the last five years (except for 2023), administrative and general expenses were higher than the gross profit. In such a situation, it is difficult to generate profit on the bottom line.

The performance of Yakobi's stock is also not impressive. It was issued in December 2017 and began trading at a value of 361 million shekels. But since then, and while the TA-125 index has risen by 203%, the company's stock has fallen by 65% and today it is traded at a value of only 154 million shekels. Although in the last year the stock has risen by 20%, compared to it, the index has risen by 35%.

The meeting, when it convenes, is also expected to vote on the salary terms of Pini's son, Tomer Yakobi, who serves as a division manager in a subsidiary. According to the proposal, his annual salary cost will reach 972 thousand shekels. As part of this, the Yakobi group wants to approve for him a payment of 54 thousand shekels defined as an advance on account of a performance-dependent bonus – but it will be paid to him, in a way that contradicts its definition as performance-dependent, even if his bonus is eligible to be lower than that.

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