Notice of AGM and Grant of Options

ADGORITHMS LTD

(the "Company")

Notice of AGM and Grant of Options

Adgorithms Ltd (AIM: ADGO), a software company operating in the high growth online advertising market, announces that it will be holding its Annual General Meeting at 10.00am on 7 July 2016 at the offices of Berwin Leighton Paisner LLP, Adelaide House, London Bridge, London EC4R 9HA.

The Notice includes special majority resolutions to approve (i) the grant of options to new employees of the Company over, in aggregate, 1,583,977 ordinary shares pursuant to the Adgorithms Ltd. 2013 Israeli Share Option Plan and (ii) the grant of options over 500,000 ordinary shares to Ron Stern, the Company's Chief Financial Officer, pursuant to the Adgorithms Ltd. 2013 Israeli Share Option Plan. All of the options will be exercisable at a price of 16 pence (equal to 0.89 NIS or 0.231 U.S. dollars), based on the average closing price of the Company's shares for the 30 trading days preceding the date of the notice, and will be subject to performance and vesting conditions. Following this grant, Mr. Stern will hold options over a total of 1,496,000 ordinary shares of the Company.

In addition, Or Shani, the Company's Chief Executive Officer, has waived his rights with respect to all his existing options over 2,012,999 ordinary shares.

Following the grant of options to the new employees and Mr. Stern and waiver of rights to options by Mr. Shani, there will be outstanding options over a total of 6,049,362 ordinary shares representing approximately 9.8% of the current issued share capital of the Company.

The Notice of Annual General Meeting, Form of Proxy and/or Form of Direction have been sent to shareholders and will shortly be available to download from the Company's website at http://adgorithms.com/investor-relations/.

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