Vancouver, British Columbia--(Newsfile Corp. - November 3, 2026) - 37 Capital Inc. (CSE: JJJ) (the "Company" or "37 Capital") announces that its Board of Directors has approved a proposed reduction in the exercise price of certain outstanding incentive stock options (the "Option Repricing") previously granted to insiders of the Company (the "Insider Options").
Pursuant to the policies of the Canadian Securities Exchange (the "CSE"), the Option Repricing is subject to the approval of the CSE and the receipt of disinterested shareholder approval, which the Company intends to seek at its upcoming Annual General and Special Meeting of shareholders scheduled to be held on Friday, December 18, 2026 (the "Meeting").
A total of 2,865,000 stock options currently held by insiders are proposed to be repriced from their original exercise prices ranging from $0.10 to $0.155 per share to the new exercise price of $0.05 per share. The proposed new exercise price meets the minimum pricing guidelines of the CSE. All other terms of the stock options, including their respective original expiration dates and vesting schedules, will remain unchanged.
The stock options subject to the proposed repricing are held by the following insiders of the Company:
| Name | Title | Number of Options | Original Exercise Price | Expiry Date | Proposed Exercise Price |
| Hagop Jack Kalpakian | Director & CEO | 1,265,000 | $0.155 | October 2, 2028 | $0.05 |
| Neil Spellman | Director & CFO | 200,000 | $ 0.155 | October 2, 2028 | $0.05 |
| Gregory T. McFarlane | Director | 200,000 | $0.155 | October 2, 2028 | $0.05 |
| Mathieu McDonald | Director | 200,000 | $0.155 | October 2, 2028 | $0.05 |
| Maria Arenas | Corporate Secretary | 200,000 | $0.155 | October 2, 2028 | $0.05 |
| Roberto Fia | Insider | 400,000 | $0.155 | November 20, 2028 | $0.05 |
| Roberto Fia | Insider | 400,000 | $0.10 | December 5, 2027 | $0.05 |
| Total: |
| 2,865,000 |
|
|
|
The board of directors believes that the Option Repricing is necessary to restore the incentive value of the Insider Options. The current exercise price is significantly higher than the current market price of the Company's shares. Repricing these options ensures the Company can continue to retain and motivate key directors, officers and personnel of the Company.
Because the stock options are held by reporting insiders, the Option Repricing cannot take effect until it is approved by a simple majority of the votes cast by disinterested shareholders at the upcoming shareholder meeting. In accordance with securities regulations and CSE Policy, votes attached to common shares beneficially owned or controlled by the Insiders receiving the repriced options will be excluded from voting on the resolution.
Full details regarding the Option Repricing will be included in the Management Information Circular to be mailed to shareholders and filed under the Company's profile on SEDAR+ at www.sedarplus.ca in connection with the Meeting.
On Behalf of the Board,
37 Capital Inc.
"Jake H. Kalpakian"
Jake H. Kalpakian,
President & CEO
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this news release.
Trading in the securities of the Company should be considered speculative.
Certain statements contained herein are "forward-looking". Forward-looking statements may include, among others, statements regarding future plans, projected or proposed financings, costs, objectives, economic or technical performance, or the assumptions underlying any of the foregoing. In this News Release, words such as "may", "would", "could", "will", "likely", "enable", "feel", "seek", "project", "predict", "potential", "should", "might", "objective", "believe", "expect", "propose", "anticipate", "intend", "plan", "plans" "estimate", and similar words are used to identify forward-looking statements. Forward-looking statements are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied. Although management believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, projections and estimations, there can be no assurance that these assumptions, projections or estimations are accurate. Readers, shareholders and investors are therefore cautioned not to place reliance on any forward-looking statements as the plans, assumptions, intentions or expectations upon which they are based might not occur.

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