Calgary, Alberta--(Newsfile Corp. - February 17, 2026) - Sylogist Ltd. (TSX: SYZ) ("Sylogist" or the "Company"), a leading public sector SaaS company, announced today that the Toronto Stock Exchange ("TSX") has approved its Notice of Intention to make a Normal Course Issuer Bid ("NCIB"), which will be effective February 19, 2026. Sylogist believes that from time to time the market price of the Sylogist common shares (the "Common Shares") may not reflect their underlying or intrinsic value and that, at such times, the purchase of Common Shares for cancellation will increase the proportionate interest of, and be advantageous to, all remaining holders of Common Shares.

As of February 5, 2026, there are 23,389,577 Common Shares issued and outstanding, 22,589,922 of which shares constitute the public float. Under the NCIB, Sylogist is permitted to purchase up to 2,258,992 Common Shares, which is 10% of the public float. The average daily trading volume ("ADTV") for the six months prior to date of the NCIB (being August 2025-January 2026) was 66,437 Common Shares and the daily purchase limit under the NCIB (being 25% of the ADTV) will be 16,609 Common Shares. Sylogist, will purchase the Common Shares on the open market through the facilities of the TSX and/or alternative Canadian trading systems. The price which Sylogist will pay for any Common Shares purchased will be the prevailing market price of such Common Shares at the time of purchase. Decisions regarding purchases of Common Shares pursuant to the NCIB will be made by Sylogist. The Common Shares acquired pursuant to the NCIB will be cancelled. The NCIB will terminate on the earlier of: (i) February 18, 2027 or (ii) when permitted purchases thereunder are completed. Sylogist may otherwise elect to terminate the NCIB at any time.

The NCIB renews Sylogist's previous normal course issuer bid, under which Sylogist had approval from the TSX to purchase up to 2,258,532 Common Shares. Under the prior bid, Sylogist completed the purchase of 19,100 Common Shares on the TSX at a weighted average price of $9.17 per share. That bid was effective from November 28, 2024 to November 27, 2025.

In connection with the NCIB program, Sylogist has entered into an automatic repurchase plan ("ASPP") with its designated broker to allow for purchases of its Common Shares during certain pre-determined black-out periods, based on Sylogist instructions provided when not in black out, should Sylogist determine to proceed with purchases under the ASPP. Outside of these pre-determined black-out periods, any repurchases of Common Shares will be in accordance with management's discretion, subject to applicable law. Although Sylogist has a present intention to acquire its Common Shares pursuant to the NCIB program, Sylogist will not be obligated to make any purchases under this NCIB.

Sylogist is also pleased to announce that its Board of Directors has declared a dividend of $0.01 per share on its Common Shares to shareholders of record on February 28th, 2026, payable on March 11th, 2026. All dividends paid by Sylogist to holders of Common Shares in the capital of the Company will be treated as eligible dividends pursuant to the Income Tax Act (Canada).

About Sylogist

Sylogist provides mission-critical SaaS solutions to public sector customers globally across the government, non-profit, and education market segments. The Company's stock is traded on the Toronto Stock Exchange under the symbol SYZ. Information about Sylogist, inclusive of full financial statements together with Management's Discussion and Analysis, can be found at www.sedarplus.ca or at www.sylogist.com.

Forward-looking Statements

Certain statements in this news release may be forward-looking statements within the meaning of applicable securities laws and regulations. These statements typically use words such as will, expect, believe, estimate, project, anticipate, plan, may, should, could and would, or the negative of these terms, variations thereof or similar terminology. By their very nature, forward-looking statements are based on assumptions and involve inherent risks and uncertainties, both general and specific in nature. It is therefore possible that the beliefs and plans and other forward-looking expectations expressed herein will not be achieved or will prove inaccurate. Although Sylogist believes that the expectations reflected in these forward-looking statements are reasonable, it provides no assurance that these expectations will prove to have been correct. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this news release includes statements with respect to purchase and cancellation of the Common Shares, payment of prevailing market price for such Common Shares at the time of purchase, the termination of the NCIB, how from time to time the market price of the Sylogist Common Shares may not reflect their underlying or intrinsic value and that, at such times, the purchase of Common Shares for cancellation will increase the proportionate interest of, and be advantageous to, all remaining holders of Common Shares. Material assumptions and factors that could cause actual results to differ materially from such forward-looking information include Sylogist's ability to attract and retain customers and to realize on its investments. Although Sylogist believes that the material assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur. Sylogist disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

Certain information set out herein may be considered as "financial outlook" within the meaning of applicable securities laws. The purpose of this financial outlook is to provide readers with disclosure regarding Sylogist's reasonable expectations as to the anticipated results of its proposed business activities for the periods indicated. Readers are cautioned that the financial outlook may not be appropriate for other purposes.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/284108