Mr. Ryan Shacklock reports

ZENTEK ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF UNITS FOR UP TO $2,000,000

Zentek Ltd. intends to complete a non-brokered private placement of up to $2-million through the issuance of up to 1,886,792 units in the capital of the company at a price of $1.06 per unit. Gross proceeds of the offering will be used for working capital and general corporate purposes.

Each unit consists of: (i) one common share in the capital of the company; (ii) one-half of one common share purchase warrant; and (iii) one-half of one common share purchase warrant.

Each whole Series A warrant entitles the holder thereof to purchase one common share at a price of $1.50 for a period of 24 months from the closing date of the offering. If at any time between the date that is four months and one day from the closing date of the offering and the Series A expiry date, the closing price of the common shares on the TSX Venture Exchange is at least $2 for a period of 10 consecutive trading days, the Series A expiry date can be accelerated to such day that is no less than 30 days from the date notice is given by the company of such accelerated expiry.

Each whole Series B warrant entitles the holder thereof to purchase one common share at a price of $2 for a period of 36 months from the closing date of the offering. If, at any time between the date that is six months from the closing date of the offering and the Series B expiry date, the closing price of the common shares on the TSX-V is at least $3 for a period of 10 consecutive trading days, the Series B expiry date can be accelerated to such day that is no less than 30 days from the date notice is given by the company of such accelerated expiry.

Closing of the offering is subject to receipt of all necessary corporate and regulatory approvals, including the approval of TSX-V. All securities issued in connection with the offering will be subject to a hold period of four months plus one day from the date of issuance and the resale rules of applicable securities legislation.

The company further announces that it has granted, effective Oct. 1, 2025, to certain officers, directors and employees of the company: (i) stock options to acquire an aggregate of 979,000 common shares at a price of $1.06 per common share for a period of five years, vesting for officers and directors one-third on the date of grant, one-third on Oct. 1, 2026, and one-third on Oct. 1, 2027, and vesting for employees one-quarter on the date of grant, one-quarter on Oct. 1, 2026, one-quarter on Oct. 1, 2027, and one-quarter on Oct. 1, 2028; and (ii) an aggregate of 779,000 restricted share units vesting on Oct. 1, 2026. The securities issued to officers and directors of the company are subject to a four-month hold period from the date of grant.

About Zentek Ltd.

Zentek is an ISO 13485:2016-certified intellectual property technology company focused on the research, development and commercialization of novel products seeking to give the company's commercial partners a competitive advantage by making their products better, safer and greener.

Zentek's patented technology platform ZenGuard is shown to have enhanced viral filtration efficiency for surgical masks and HVAC (heating, ventilation and air conditioning) systems. Zentek's ZenGuard production facility is in Guelph, Ont.

Zentek has a global exclusive licence to the Aptamer-based platform technology developed by McMaster University, which is being jointly developed Zentek and McMaster for both the diagnostic and therapeutic markets.

We seek Safe Harbor.