Stockholders Demand Clarity in Ionic Digital Proxy Dispute

Concerned Stockholders Seek Clarity in Ionic Digital Proxy Dispute

San Francisco, California, March 5th, 2025 - A group of concerned stockholders of Ionic Digital Inc. ("Ionic Digital" or the "Company") has issued a statement of clarification regarding the ongoing proxy dispute ahead of the company's annual meeting of stockholders, scheduled for March 17, 2025.

The concerned stockholders, Tony Vejseli, Chris Villinger, and Brett Perry, nominated Michael Abbate and Oliver Wiener to the two Class I Board seats up for election at the Annual Meeting on February 14. However, on February 24, Ionic Digital sent proxy materials suggesting that only one Class I seat was open for election, with Elizabeth LaPuma as the Company's nominee. The Company subsequently updated its website on February 25, revealing that the Board had resolved on February 6, 2025, to reduce the number of Board seats to 5 and the number of Class I seats to one, without formally announcing the change.

The concerned stockholders believe that this action constitutes a breach of fiduciary duty by the Company's directors and that the resolution is invalid. They assert that stockholders need greater representation and fresh ideas, and they encourage stockholders to vote for their two candidates, Mike Abbate and Oliver Weiner, on the GOLD proxy card to fill the two vacant seats up for election.

On March 3, the Company issued a statement purporting to reject the concerned stockholders' Board nominations. The concerned stockholders strongly stand by their nominations as valid, as they were made in full compliance with the Company's own bylaws and provided all requested agreements and arrangements. They believe this action limits stockholder choice in the upcoming election and intend to pursue the appropriate steps to preserve their rights, the validity of their nominations, and stockholder votes.

The concerned stockholders believe that Messrs. Abbate and Wiener will dedicate their efforts to advocate for the interests of Company stockholders. They encourage stockholders to vote for the two nominations on the GOLD card at www.ionicvote.com. The concerned stockholders are committed to a free and fair election, where all Ionic Digital stockholders have a real choice in who represents them in the boardroom.

The concerned stockholders suggest that other stockholders NOT sign or vote any proxy cards