Mr. Michael Hubbard reports

SOL STRATEGIES ANNOUNCES PROPOSED BOARD TRANSITION

Sol Strategies Inc. will present a refreshed board slate to shareholders at its annual general meeting of shareholders on March 31, 2026, as well as the resolution of recently raised shareholder concerns.

The company's proposed board slate for the coming AGM includes two new independent directors: Laszlo (Les) Borsai and Dennis Logan. Both bring significant expertise in digital assets, corporate finance and public company governance. The rest of the proposed slate will include five of the company's incumbent directors, being Luis Berruga (chairman), Michael Hubbard (interim chief executive officer), Jon Matonis, Rubsun Ho and Jose Calderon.

Additionally, Ungad Chadda announced he will not stand for re-election at the AGM. Following the AGM, Mr. Logan will be appointed to the company's audit committee in Mr. Chadda's place. Mr. Chadda will continue to support the company as a special adviser to the board for a six-month transition period, providing counsel on audit and regulatory matters.

The proposed board changes reflect the co-operation agreement entered into with concerned shareholders Max Kaplan and Tony Guoga following a constructive dialogue and collaborative review of their concerns, a copy of which will be filed under the company's profile at SEDAR+. The concerned shareholders have agreed to vote in favour of the proposed board slate at the AGM. In the event that either Mr. Logan or Mr. Borsai is unable or unwilling to serve on the board during the 12 months following the AGM, the concerned shareholders will have the right, in the case of Mr. Logan, to appoint a replacement director, and, in the case of Mr. Borsai, to work with the company to determine a replacement director agreeable to both the company and the concerned shareholders.

The co-operation agreement also provides that, no later than as soon as reasonably practicable following the meeting, Mr. Hubbard will be appointed as full-time chief executive officer, and Steve Ehrlich, currently the company's head of capital markets, will be appointed as chief strategy officer.

"We value open communication with our shareholders and appreciate the constructive engagement that led to this agreement," said Michael Hubbard, interim chief executive officer of Sol Strategies. "Our focus remains on executing our infrastructure strategy and delivering value for stakeholders. This resolution and bringing Les and Dennis on board strengthen our governance while letting us stay focused on execution."

"I want to thank Ungad for his services and contributions," said Luis Berruga, chairman of the board. "It is under his chairmanship of the audit committee that the company obtained a successful PCAOB audit and Nasdaq listing. He will remain engaged as an adviser to ensure continuity, which matters. I'm also excited to welcome Les and Dennis, whose combined expertise in digital assets and capital markets positions us well for what's next."

The concerned shareholders have confirmed to the company that they are not and have not been acting jointly or in concert with each other or any other person or company for the purposes of Canadian securities laws in connection with their respective investments in the company or the matters contemplated by the co-operation agreement.

Proposed new directors

Mr. Borsai brings extensive experience at the intersection of digital assets and entertainment. An early participant in the cryptocurrency industry, Mr. Borsai advised Ripple Labs beginning in 2013 and made early-stage investments in ethereum, XRP, Tezos and non-fungible-token projects. He co-founded Wave Digital Assets in 2018, a Securities Exchange Commission-registered investment advisory firm specializing in digital asset venture capital and wealth management.

Mr. Logan is a financial executive with deep experience in corporate finance and public company management. He currently serves as chief financial officer of American Tungsten Corp., Sterling Metals Corp. and BTU Metals Corp., and has held chief financial officer roles at multiple public companies, including Planet 13 Holdings Inc. Mr. Logan is a CPA, CA (chartered accountant) and a member of CPA Ontario (formerly the Institute of Chartered Accountants of Ontario).

The company will publish its management information circular for the annual general meeting in early March, which will include the complete proposed slate of directors and recommendations for shareholder consideration.

About Sol Strategies Inc.

Sol Strategies is a Canadian investment company that operates at the forefront of blockchain innovation. Specializing in the Solana ecosystem, the company provides strategic investments and infrastructure solutions to enable the next generation of decentralized applications.

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