Exhibit 99.2

 

  VOTE ON INTERNET
  Go to http://www.proxyvote.com
  Click on Proxy Voter Login and log-on using the below control number. The voting polls will be open until 11:59 p.m. (Eastern Time) on August 30, 2026.
  CONTROL #
  VOTE BY MAIL
* SPECIMEN * Mark, sign and date your proxy card and return it in the envelope we have provided.
1 MAIN STREET  
ANYWHERE PA 99999-9999

VOTE IN PERSON

If you would like to vote in person, please attend the Special General Meeting of Shareholders to be held on August 31, 2026, at 10:00 a.m. (Israel time), at the offices of the Company, located at 14 Hathiya Street, Tel Aviv 6816914, Israel.

 

Please Vote, Sign, Date and Return Promptly in the Enclosed Envelope.

 

Special General Meeting of Shareholders Proxy Card - Gauzy Ltd.

 

▼ DETACH PROXY CARD HERE TO VOTE BY MAIL ▼

The Board of Directors recommends a vote “FOR” the listed Proposal.

 

1. To authorize the Board to effect one or more reverse share splits at an aggregate ratio in the range of 1-for-2 to 1-for-1,000 and related amendments to the Company’s Memorandum and Articles of Association.  

 

☐ FOR ☐ AGAINST ☐ ABSTAIN

 

Note: To transact such other business as may properly come before the Meeting or any adjournment thereof.

 

(TO BE SIGNED ON REVERSE)

 

GAUZY LTD.

Special General Meeting of Shareholders

August 31, 2026 10:00 A.M. Israel Time

At the offices of the Company, located at 14 Hathiya Street, Tel Aviv, Israel

 

 

 

 

▼ DETACH PROXY CARD HERE TO VOTE BY MAIL ▼

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

 

 

 

 

 

 

 

 

 

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The undersigned shareholder(s) of Gauzy Ltd. (the “Company”) hereby appoint(s) Eyal Peso or any one of them, as proxies, each with the power to appoint his or her substitute, and hereby authorize(s) each of them to represent and to vote, as designated on the reverse side of this proxy, all of the ordinary shares of Gauzy Ltd. that the shareholder(s) is/are entitled to vote at the Special General Meeting of Shareholders to be held on August 31, 2026, at 10:00 a.m. (Israel time), at the offices of the Company, located at 14 Hathiya Street, Tel Aviv 6816914, Israel, and any adjournment or postponement thereof.

 

This proxy, when properly executed, will be voted as directed herein. If no direction is given, to the fullest extent permitted under applicable law, this proxy will be voted in accordance with the recommendations of the Board of Directors of the Company. Should any other matter come before the Special General Meeting of Shareholders, the proxies or their substitutes have discretionary authority to vote in their best judgment. Any and all proxies given by the undersigned prior to this proxy are hereby revoked.

 

Electronic Delivery of Future Proxy Materials. If you would like to reduce the costs incurred by Gauzy Ltd. in mailing materials, you can consent to receiving all future proxy statements, proxy cards and annual reports electronically via email or the internet. To sign up for electronic delivery, please provide your email address below and check here to indicate you consent to receive or access proxy materials electronically in future years.

 

Email Address: ___________________________☐  

 

PLEASE INDICATE YOUR VOTE ON THE REVERSE SIDE.

 

Date Signature Signature, if held jointly
     
     

 

     

Note: This proxy must be signed exactly as the name appears hereon. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by a duly authorized officer, giving full title as such. If signer is a partnership, please sign in the partnership’s name by an authorized person.

 

* SPECIMEN * AC:ACCT999 90.00

 

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