Tuktu mails proxy materials for Jan. 15 meeting

Executive Summary

• Tuktu Resources Ltd. has mailed proxy materials for a special shareholder meeting scheduled for January 15, 2026, called in response to a requisition by a dissident shareholder group.
• The dissident group, led by Jim Richardson and including former CEO Tim de Freitas, seeks to appoint four new directors, remove five current directors, and reduce the board size to four members.
• The current board recommends voting against the dissident resolution and in favor of removing Tim de Freitas from the board, aiming to maintain a five-member board structure.
• The company is undergoing a strategic reorientation under new CEO Jeremy Hodder, focusing on reducing G&A expenses, divesting uneconomic assets, and concentrating on the Monarch Banff oil play.

Key Details

• Meeting Details:
  • Date: Thursday, January 15, 2026, at 10 a.m. (Calgary time).
  • Location: 4200, 888 -- 3rd St. SW, Calgary, Alta., T2P 5C5.
  • Record Date: December 1, 2025.
  • Circular Date: Management Information Circular dated December 15, 2025.
• Dissident Group Resolutions:
  • Appointment of Directors: Jim Masikewich, Timur Ganiev, Don Hamilton, and Tim de Freitas.
  • Removal of Directors: Robert Dales, William Guinan, Natalie Sweet, Kathleen Dixon, and Robert Yurchevich.
  • Board Size: Fix the number of directors at four members.
• Current Board Recommendations:
  • Vote against the dissident resolution.
  • Vote for the removal of Tim de Freitas from the board.
• Strategic Context:
  • New President and CEO Jeremy Hodder is leading a strategy to reduce General and Administrative (G&A) expenses.
  • Focus on disciplined spending at the Monarch Banff formation land block.
  • Plan to high-grade the asset base by divesting uneconomic assets and reducing asset retirement obligations.
• Requisition Background:
  • Requisition received from a group led by Jim Richardson, including director and former president/CEO Tim de Freitas.
  • Company announced scheduling of the meeting on November 10, 2025, in compliance with corporate laws.

Notable Quotes

• Board Recommendation: "The board recommends that shareholders: Vote against the dissident resolution; Vote for the director removal resolution to remove Mr. de Freitas from the board."
• Board Rationale: "The board's recommendations are intended to provide for a cohesive board of directors comprises Kathleen Dixon, Robert Dales, William Guinan, Natalie Sweet and Robert Yurchevich following the meeting, which will strengthen board alignment and support the corporation's sustained growth in the best interests of all Shareholders."
• Management Strategy: "The corporation is reorienting its corporate strategy under the leadership of Jeremy Hodder, Tuktu's new president and chief executive officer, to continue to reduce G&A (general and administrative) expenses and add shareholder value through disciplined spending at Tuktu's Monarch Banff formation land block."