Graphite One Announces AGM Results and Grant of Long-Term Incentive Awards

Graphite One Inc. (GPH) announced the results of its Annual General and Special Meeting held on June 26, 2026, confirming that shareholders approved all matters presented, including the election of the Board of Directors, the reappointment of auditors, and the ratification of the Amended 20% Fixed Limit Omnibus Incentive Plan.

The company reported that all nominees were elected to the Board of Directors, specifically Anthony Huston, Douglas Smith, Scott Packman, Bedi A. Singh, Brian Budd, and Patrick Smith. Additionally, shareholders voted to re-appoint PricewaterhouseCoopers LLP as the company’s auditor.

A key outcome of the meeting was the granting of discretionary authority to the Board to consolidate common shares on a ratio of up to 10:1. This consolidation is contingent upon the Company pursuing a listing on the NYSE or NASDAQ and determining that such a consolidation is necessary to meet listing requirements. The Board will not implement a consolidation if the Company does not pursue a listing on these exchanges or if it can satisfy the minimum share price criteria without consolidation.

Following the shareholder approval of the Omnibus Plan, the Board granted long-term incentive awards to senior management and a consultant. The awards consist of 2,809,978 Restricted Share Units (RSUs) and 2,809,978 Performance Share Units (PSUs) for senior management, and 1,000,000 RSUs for a consultant.

The vesting schedules and conversion terms for these awards are as follows:

• Senior Management RSUs: 2,809,978 RSUs vesting one-third on June 26, 2027, one-third on May 19, 2028, and one-third on May 19, 2029.
• Senior Management PSUs: 2,809,978 PSUs converting to common shares on May 19, 2029, subject to corporate share price performance criteria.
• Consultant RSUs: 1,000,000 RSUs vesting entirely on June 26, 2027.

Post-grant, the company reported the following outstanding securities:

• Common Shares Issued and Outstanding: 208,967,736
• RSUs Issued and Outstanding: 8,207,984
• PSUs Issued and Outstanding: 7,683,250
• Stock Options Issued and Outstanding: 10,705,738

Anthony Huston, CEO, President & Director, commented on the results: "We are grateful for the continued support of our shareholders as evidenced by the strong approval of all matters at today's Annual General and Special Meeting. The ratification of our Omnibus Plan and the authority to effect a share consolidation, if and when appropriate, provide the Company with valuable tools to support our growth. The long-term incentive awards granted today align the interests of our team with those of shareholders as we advance the Graphite Creek project and our planned Ohio anode materials facility toward production."