Mr. John LaGourgue reports
CORPORATE UPDATE
First Canadian Graphite Inc.'s successful virtual annual and special general meeting of shareholders was held on July 7, 2026. A total of 16,292,900 common shares (approximately 36.23 per cent of the outstanding common shares) were represented in person or proxy.
1. Number of directors
Resolution to set the number of directors of the company for the ensuing year at five persons was passed by 97.39 per cent "for," 2.61 per cent "against" and 0.00 per cent "withheld/abstained."
2. Election of directors
Each of the following individuals was elected as a director of the company, as approved by a vote by ballot, for a term expiring at the conclusion of the next annual meeting of shareholders of the company or until his or her successor is elected or appointed, as follows.
The company is pleased to announce the appointment of the new board members and would like to introduce them along with the current directors to the shareholders. Below is a brief biography for each.
John LaGourgue, chief executive officer, president and director: Mr. LaGourgue brings extensive experience in leadership, capital markets, commercial and governmental relations, business development, and operations in the resource sector. He has a proven record in project oversight, corporate finance, risk management and commercial operations. This includes over 25 years in senior executive roles, board positions, advisory roles, and investments in private and public companies, with a focus on microcap issuers. Mr. LaGourgue has successfully led commercial and mining exploration programs, secured more than $100-million in debt and equity financing, and advanced projects through multiple stages. From 2016 to late 2024, Mr. LaGourgue was a senior officer and/or director of Vicinity Motor Corp. Until his appointment to chief executive officer of First Canadian Graphite, he was managing his personal investment portfolio and was active in the microcap community.
Michael Iveson, director (independent): Mr. Iveson is president of Triple K Ventures Ltd., a private investment and consulting company, and has been director and executive officer of numerous public companies since January, 1998.
Rich Beaven, director (independent): Mr. Beaven is an equity research analyst and portfolio manager since 1995 with a primary focus on the materials, energy and durables sectors. Mr. Beaven started with a $2-billion wealth management firm in Spokane, Wash., and subsequently became a founding member and minority owner of Signia Capital in 2002. He transitioned to co-ownership of Signia Capital in 2020.
Christian Paradis, PC, LLB, director (independent): Mr. Paradis was called to the Quebec bar in 1997, elected a member of Parliament from 2006 to 2015, and appointed to the cabinet in 2008 and notably served as Minister of Industry and Natural Resources. He previously practised law, specializing in corporate law. In 2016, Mr. Paradis served as senior vice-president of strategic development at the multinational security firm GardaWorld. Currently, he is a senior advisor and CEO of Paradis Solutions & Associates, a firm founded in 2020 that focuses on business development. Mr. Paradis is a member of the King's Privy Council for Canada and recipient of the Queen Elizabeth II Diamond Jubilee Medal (2012) and the King Charles III's Coronation Medal (2025).
Alberto De Luca, director (independent): Mr. De Luca, a fellow CPA, is a retired tax partner of Deloitte Canada. Mr. De Luca spent the greater part of his professional career working with leading organizations in Canada and abroad that invest extensively in innovation that enhances their industrial base, from ITC to metals and mining and many others. Such experience was key to helping attract some of the largest foreign investments to Canada. Mr. De Luca's point of view has consistently been sought out by the federal and Quebec governments in those policy matters, which are relevant for industries that form the backbone of Canada and Quebec's economy. Mr. De Luca chaired and is a board member of numerous Quebec-government-sponsored organizations that promote industrial innovation (such as Axelys, CENTECH and ADRIQ).
3. Appointment of auditor
The appointment of Smythe LLP, chartered professional accountants, as the auditor of the company, to hold office until the next annual meeting of shareholders of the company, and the authorization of the directors of the company to fix the auditor's remuneration were approved by a resolution passed by a vote by ballot, with 16,266,313 (99.84 per cent) total votes cast "for" and 26,586 (0.16 per cent) "withheld/abstain."
4. Approval of 2026 omnibus share incentive plan
Resolution to approve the 2026 omnibus share incentive plan passed by a resolution of disinterested shareholders by a vote by ballot, with 11,383,501 (94.04 per cent) total votes cast "for" and 721,621 (5.96 per cent) "against."
Other matters
The board of directors held a meeting to appoint the following.
Appointment of officers:
- Mr. LaGourgue -- chief executive officer and president;
-
Scott Kelly -- chief financial officer;
-
Antoine Fournier -- vice-president, exploration;
-
Shelley McDonald -- corporate secretary.
.Appointment of audit committee:
- Mr. LaGourgue;
- Mr. Iverson;
- Mr. De Luca.
Compensation, corporate governance and nominating committee charter
The board adopted and approved a compensation, corporate governance and nominating committee charter and the following directors were be appointed to the committee for the ensuing year:
- Mr. LaGourgue;
- Mr. Beaven;
- Mr. Paradis.
About First Canadian Graphite Inc.
First Canadian Graphite is engaged in the exploration of critical minerals and is committed to advancing its Lac Gueret South high-grade graphite property to support applications in energy transition and advanced technologies.
The Lac Gueret South project, formerly known as the Berkwood project, borders Nouveau Monde Graphite's Uatnan graphite project in the southwest Manicouagan reservoir area, 234 kilometres north-northwest of Baie-Comeau, in the Cote-Nord administrative region of Quebec on the Nitassinan (ancestral territory) of the Pessamit Innu. Lac Gueret South features surface-exposed graphite and a historical National Instrument 43-101-compliant resource at Zone 1 containing 1.76 million tonnes indicated at 17 per cent Cg (graphitic carbon) and 1.53 million tonnes inferred at 16.4 per cent Cg (NI 43-101 technical report mineral resource estimate). The property also features several other zones with surface graphite samples, offering strong exploration potential. In early 2026, the company increased its landholdings to 167 square kilometres, establishing one of the most extensive claim portfolios within the Lac Gueret graphite district. With substantial exploration opportunities remaining and total investments exceeding $10-million, First Canadian Graphite is actively engaged in expanding its resources and advancing toward the completion of its preliminary economic assessment (PEA). The company possesses sufficient financing to further advance this project throughout 2026.
Pessamit Innu First Nation engagement
First Canadian Graphite formally acknowledges that the Lac Gueret South project is situated within the Nitassinan (ancestral territory) of the Pessamit Innu First Nation. The company remains dedicated to cultivating respectful, transparent and co-operative relationships with local indigenous communities at every stage of the project's development.
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