CALGARY, Alberta, Sept. 29, 2026 (GLOBE NEWSWIRE) -- Vitalist Inc. (TSX-V: VITA.V; OTCQB: VTLSF) ("Vitalist - we - our" or the "Company"), a wearable operating-system focused technology company, is pleased to announce the results of the Annual and Special Meeting of Shareholders held September 29, 2026 (the "Meeting"). Each of the matters voted upon at the Meeting was approved and is discussed in detail in the Company's Management Information Circular dated August 28, 2026 (the "Circular"), which can be found on the Company's website at www.vitalist.co/investors or under the Company's profile on SEDAR+ at www.sedarplus.ca
In addition, the Company is pleased to announce it has engaged the services of Red Cloud Securities Inc. ("Red Cloud") under which Red Cloud will provide market-making services in accordance with Policy 3.4 - Investor Relations, Promotional and Market-Making Activities of the TSX Venture Exchange (the "Exchange").
Voting Results from the 2026 Annual and Special Meeting
The total number of common shares represented by shareholders in person or by proxy at the Meeting was 48,715,219, representing approximately 72.97% of the Company's total issued and outstanding common shares (including votes cast in respect of proxies received following the proxy cutoff time, which the Company determined to waive to permit additional votes cast by shareholders to be included in the voting results).
The detailed voting results for each matter brought before the Meeting are set out below:
1.Number of Directors
An ordinary resolution to set the number of Directors of the Company at six (6) was approved:
- Votes FOR: 48,715,219 (100.00%)
- Votes AGAINST: - (0.00%)
2.Election of Directors
The voting results in relation to the election of directors were as follows:
| Director | Number of Votes Cast | |||||
| Votes For | % For | Votes Withheld | % Withheld | |||
| Kalvie Legat | 48,677,276 | 99.92 | - | 37,943 | 0.08 | - |
| Jared Wolk | 48,715,122 | 99.99 | - | 97 | 0.01 | - |
| Joanna Hruska | 48,715,218 | 99.99 | - | 1 | 0.01 | - |
| Hugh Tyler Rice | 48,715,218 | 99.99 | - | 1 | 0.01 | - |
| Antonio "Tony" Natale | 48,715,218 | 99.99 | - | 1 | 0.01 | - |
| John Harding | 48,715,218 | 99.99 | - | 1 | 0.01 | - |
3.Appointment of Auditor
An ordinary resolution to re-appoint Davidson & Company LLP as auditor of the Company for the ensuing year and authorizing the directors to fix their remuneration was approved:
- Votes FOR: 48,715,219 (100.00%)
- Votes WITHHELD: - (0.00%)
4.Approval of Amended and Restated Omnibus Equity Incentive Plan
An ordinary resolution approving the Company's Amended and Restated Omnibus Equity Incentive Plan, as described in the Circular, was passed as follows:
- Votes FOR: 48,676,940 (99.92%)
- Votes AGAINST: 38,279 (0.08%)
The Company has filed a report of voting results on all resolutions voted on at the Meeting under its profile on SEDAR+ at www.sedarplus.ca
Engagement of Red Cloud Securities Inc:
Red Cloud will provide market-making services to maintain an orderly trading market and improve liquidity for the common shares of the Company traded on the Exchange.
Under the terms of the market-making agreement, the Company will pay Red Cloud a cash fee of CAD $5,000 per month (plus applicable taxes). The agreement has an initial term of three (3) months, and will automatically renew on a month-to-month basis thereafter unless terminated by either party upon 30 days' prior written notice. The agreement was signed on March 27, 2024 and commenced on April 1, 2024.
Red Cloud will execute its market-making operations using its own proprietary capital and trading resources. No stock options or equity securities are being granted to Red Cloud as compensation for its market-making services, and the agreement contains no performance-based compensation targets.
Red Cloud acts at arm's length to the Company. To the knowledge of the Company, neither Red Cloud nor any of its directors, officers, or affiliates holds any direct or indirect interest in the Company or its securities as of the date hereof.
The agreement remains subject to the approval of the Exchange.
About Red Cloud Securities Inc.
Red Cloud Securities Inc. is a Toronto-based financial services firm founded by capital markets veterans. Red Cloud operates a comprehensive corporate access platform providing investment banking, research, institutional sales and trading, corporate access, and market liquidity services. Red Cloud is registered as an investment dealer in all provinces and territories of Canada and is a member of the Canadian Investment Regulatory Organization (CIRO) and the Canadian Investor Protection Fund (CIPF).
About Vitalist Inc.
Vitalist Inc. is an innovative technology provider that helps brands build better products. Through VitalOS, brands create seamlessly connected devices and applications that adapt to each user. By uniting hardware and software with intelligent analytics, we're building an ecosystem of personalized solutions that enhance human potential.
? For more information visit: www.vitalist.co | Investor Materials | LinkedIn
? Join the Vitalist distribution list: www.vitalist.co/investors
Investor Relations Contact
For further information about Vitalist Inc. please contact:
Kalvie Legat, CEO
Vitalist Inc.
+1 (403) 560-9635
ir@vitalist.ca
Walter Frank
IMS Investor Relations
+1 (203) 972-9200
vitalist@imsinvestorrelations.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
This press release contains forward-looking information within the meaning of applicable Canadian securities laws and forward-looking statements within the meaning of applicable U.S. securities laws. In general, forward-looking information refers to disclosure about future conditions, courses of action, and events. The use of any of the words "anticipates", "believes", "expects", "intends", "plans", "will", "would", "potential", and similar expressions are intended to identify forward-looking information. Specifically, this press release includes forward-looking information regarding the voting results of the Meeting and the engagement of Red Cloud for market-making activities.
Although Vitalist believes that the expectations and assumptions on which such forward-looking information is based are reasonable (including that the Meeting will be held at the scheduled time and place, and that shareholders will consider and vote on the proposals as outlined), undue reliance should not be placed on the forward-looking information because Vitalist cannot give any assurance that they will prove to be accurate. By its nature, forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed in this press release. A detailed description of risk factors that may cause actual results to differ materially ?from forward-looking information can be found in Vitalist's most recent management's discussion and analysis on the SEDAR website at www.sedarplus.ca
Although Vitalist has attempted to identify in its public disclosure important factors that could cause actual results to ?differ materially from those contained in forward-looking information, there may be other factors that cause results ?not to be as anticipated, estimated or intended. Readers are cautioned that the risk factors in its public disclosure may not ?be exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can ?be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking ?information contained in this press release is expressly qualified by this cautionary statement. The forward-looking information contained in this press release represents the expectations of Vitalist as of the date of this press ?release and, accordingly, is subject to change after such date. However, Vitalist expressly disclaims any intention ?or obligation to update or revise any forward-looking information, whether as a result of new information, future ?events or otherwise, except as expressly required by applicable securities law.
