Ms. Erica Hasenfus reports
KRAKEN ROBOTICS ANNOUNCES 2026 ANNUAL AND SPECIAL MEETING RESULTS
Kraken Robotics Inc. has released the results from its annual and special meeting of shareholders, held on June 24, 2026, at 1 p.m. EST. A total of 133,635,867 common shares, representing approximately 43.50 per cent of the company's issued and outstanding common shares, were represented in person or by proxy at the meeting.
All the matters put forward before the shareholders, as set out in the company's management information circular dated May 14, 2026, were approved by the shareholders. Detailed voting results are set out in this news release. All terms defined but not used herein have the meanings given to them in the circular.
Number of directors: The number of directors of the company was fixed at seven directors.
Election of directors: The seven nominees were elected as directors of the company to hold office until the next annual meeting of shareholders of the company or until their successors are duly elected or appointed.
Auditor: Shareholders approved the reappointment of Ernst & Young LLP as the company's auditor for the ensuing year and authorized the directors of the company to fix the auditor's remuneration.
New omnibus incentive plan: Shareholders approved the adoption of the company's new omnibus incentive plan, as more particularly described in the circular. The omnibus incentive plan replaces the company's existing stock option plan and RSU (restricted share unit) plan, and permits the issuance of options, RSUs, performance share units (PSUs) and deferred share units (DSUs). The omnibus incentive plan is a rolling equity incentive plan reserving for issuance up to 10 per cent of the company's issued and outstanding common shares from time to time, and provides for the grant of stock options, RSUs, PSUs and DSUs. The omnibus incentive plan remains subject to final TSX Venture Exchange approval.
Amended and restated bylaw: On May 10, 2026, the board of directors approved the repeal of the previous bylaws and the adoption of the new bylaw No. 1, with such repeal and adoption to be effective as of the date of the approval by the shareholders of the new bylaw No. 1. The company's prior bylaw had been in place since 2015 and so the board determined that it was in the best interests of the company to adopt new bylaw No. 1 to reflect evolving practices. The new bylaw No.1 is standard in its form and governs all aspects of the business and affairs of the company, such as the introduction of an advance notice requirement for nominations of directors, the establishment of a quorum for meetings of directors and shareholders, the conduct of such meeting, signing authorities, the appointment of officers, the authority of persons to contract on behalf of the company, and similar matters. Shareholders confirmed the company's amended and restated bylaw, which became effective upon approval by shareholders at the meeting. The new bylaw No. 1 remains subject to final TSX-V approval.
For more information on all of the matters voted on at the meeting, including the new omnibus incentive plan and the new bylaw No.1, please refer to the circular, filed on the company's profile on SEDAR+.
About Kraken Robotics Inc.
Kraken Robotics is transforming subsea intelligence through 3-D imaging sensors, power solutions and robotic systems. The company's products and services enable clients to overcome the challenges in oceans -- safely, efficiently and sustainably.
Kraken's synthetic aperture sonar, subbottom imaging and lidar (light detection and rangingG) systems offer best-in-class resolution, providing critical insights into ocean safety, infrastructure and geology. The company's revolutionary pressure tolerant batteries deliver high energy density power for UUVs and subsea energy storage.
Kraken is headquartered in Canada with offices in North America, South America and Europe, supporting clients in more than 30 countries worldwide.
On March 3, 2026, Kraken announced the acquisition of Covelya Group, a leading international provider of mission-critical underwater technology solutions operating through its subsidiary companies: Sonardyne International Ltd., EIVA A/S, Forcys Ltd., Wavefront Systems Ltd., Voyis Imaging Inc. and Chelsea Technologies Ltd. The Covelya acquisition is expected to close on or about July 2, 2026, subject to the satisfaction of customary conditions and regulatory approvals.
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