Shareholder meetings

Extraordinary General Meeting 2026

Stockholm, 2 November 2026 – The Extraordinary General Meeting (EGM) of Gentoo Media Inc. (the “Company”) was held today in Stockholm, Sweden. The EGM approved all proposed resolutions, including the Third Amended and Restated Certificate of Incorporation, an increase of the Board of Directors to five members, and the election of Łukasz Wójciak as a new Board member.

Resolutions passed

Amended Certificate of Incorporation

The EGM approved the Third Amended and Restated Certificate of Incorporation of the Company. As a result:

• The number of authorized shares of Common Stock, par value USD 0.001 per share, increases from 200,000,000 to 250,000,000.
• A new class of common stock, par value USD 0.001 per share, designated “Class Z Common Stock” and consisting of 100,000,000 shares, is authorized.

The Company’s authorized share capital therefore consists of 250,000,000 shares of Common Stock and 100,000,000 shares of Class Z Common Stock. The resolution was passed unanimously by all shares present or represented.

Number of Board members

In line with the Nomination Committee’s recommendation, the EGM resolved to increase the Board of Directors from four (4) to five (5) members, for the period until the end of the Company’s next Annual Meeting of Shareholders.

Election of new Board member

In line with the Nomination Committee’s recommendation, the EGM elected Łukasz Wójciak as a new member of the Board of Directors, for the period until the end of the Company’s next Annual Meeting of Shareholders.

The EGM also elected Mikael Harstad as chairman of the meeting, approved the agenda, and appointed Hesam Yazdi to verify the minutes.

Board of Directors

Mikael Harstad continues as Chairman. Following the EGM, the Board of Directors consists of:

• Mikael Harstad (Chairman)
• Mateusz Juroszek
• Tomasz Juroszek
• Jesper Ribacka
• Łukasz Wójciak

Attendance and minutes

In total, 74,064,681 shares were present or represented by proxy at the EGM. This is 54.98% of the 134,707,974 shares outstanding and entitled to vote, so a quorum was present.

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The Annual Meeting of Shareholders in Gentoo Media Inc. (“the Company”) was held on 27 May 2026 in Stockholm, Sweden. Shareholders representing 33.56% of the shares entitled to vote were present, either in person or by proxy. A quorum was present.

The meeting approved the Company’s financial statements for the year ended 31 December 2025.

The meeting further resolved to discharge the members of the Board of Directors and the officers from liability for the financial year 2025.

It was resolved that the Board of Directors shall consist of four members. Mikael Harstad was re-elected as Chairman and Director of the Board. Mateusz Juroszek, Tomasz Juroszek and Jesper Ribacka were re-elected as Directors. Nicholas Batram, Cristina Romero de Alba and Hesam Yazdi were not re-elected as Directors.

The meeting also resolved to elect Hesam Yazdi as Board Observer, as proposed by the Nomination Committee.

The meeting further approved that the remuneration to the Board of Directors shall remain unchanged from the remuneration proposed by the Nomination Committee for the previous term.

Finally, the meeting resolved to re-elect PricewaterhouseCoopers as the Company’s auditor, as proposed by the Nomination Committee.

Below are the minutes, the notice of the meeting, and the Nomination Committee’s reasoning statement.

Gentoo Media AGM 2026 Minutes
Gentoo Media AGM Notice and Nomination Committee Proposal
Gentoo Media Nomination Committee Reasoning Statement

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