Mr. John O'Donnell reports

POET TECHNOLOGIES ANNOUNCES THE RESULTS OF ITS AGM AND OPTION GRANT OF JULY 7, 2016

Poet Technologies Inc. has released the results of its annual general meeting of shareholders and granted options on July 7, 2016.

AGM

At the AGM, the shareholders approved the following items:

• The number of directors was set at seven.
• All seven directors were re-elected as proposed, with each director receiving over 95 per cent of the votes cast.
• Marcum LLP, certified public accountant, of New Haven, Conn., was reappointed as auditor of the company for the ensuing year.
• The company's stock option plan (with all officers, directors and insiders abstaining from voting) was amended to increase the number of common shares of the company reserved for issuance under the plan to 44,352,885, representing 20 per cent of the 221,764,427 issued and outstanding common shares of the company.

Option grant

At the meeting of directors following the AGM, as part of the company's annual incentive stock option grant program, options were granted to certain directors, officers, key consultants and employees of the company to purchase up to an aggregate of 3.9 million common shares, representing approximately 1.76 per cent of the outstanding shares of the company.

Employees as a group:  400,000

Management as a group:  1.55 million

Directors as a group:  950,000

Chief executive officer and chairman's discretionary pool:  one million

The options are exercisable for 10 years at a price of 86 cents being the closing price of the company's shares on July 6, 2016. Twenty-five per cent of the options will vest on the first anniversary of the grant, and the balance will vest quarterly over a further three-year period thereafter.

The options were granted subject to provisions of the company's stock option plan and are subject to TSX Venture Exchange policies and applicable securities laws. For further details on the company's share capital, refer to the company's financial statements and management's discussion and analysis for the three months ended March 31, 2016, which were filed on SEDAR on May 3, 2016.

We seek Safe Harbor.