TORONTO, ON / ACCESS Newswire / June 29, 2026 / Pivotree Inc. (TSXV:PVT)(OTC PINK:PVTRF) ("Pivotree" or the "Company"), a leading provider of frictionless commerce solutions and services, announced today the voting results from its annual and special meeting of shareholders held on June 25, 2026 (the "Meeting"). Shareholders supported Pivotree's management recommendations, passing all proposed corporate resolutions, while the two shareholder proposals did not advance.

"We want to thank all of our shareholders for their engagement, feedback, and clear mandate at this year's Meeting," said Bill Di Nardo, CEO of Pivotree. "While the votes confirm solid alignment behind our current Board and management, we have listened closely to the diverse perspectives across our institutional and retail base. We recognize that our shareholders possess varying investment horizons,from those focused on near-term liquidity options to those committed to our long-term, high-margin AI and frictionless commerce roadmap. Our commitment to executing our plan addresses both profiles. Through our strategy, we aim to build a robust market footprint that supports those looking to stay and win through our vision, while naturally expanding valuation and liquidity options for all investors."

Shareholder Participation and Management Resolutions

A total of 20,854,261 of 26,175,307 shares were voted at the Meeting, representing robust shareholder participation. Management's proposals received support across the board:

• Board Size: The resolution to set the Board of Directors size at five (5) nominees was approved.

• Election of Directors: Each of the five (5) management nominees listed in the Management Information Circular was elected with decisive support from shareholders.

• Appointment of Auditor: The resolution to appoint BDO Canada LLP as auditor of the Company for the ensuing year at a remuneration to be fixed by the Board was approved.

• Omnibus Equity Incentive Plan: The ordinary resolution to approve the omnibus equity incentive plan (the "Incentive Plan") of the Company was approved.

Shareholder Proposals

The two shareholder proposals did not advance, as they did not meet the required voting thresholds. The results reflect a strong consensus among the broader investor base to maintain our current strategic focus.

Equity Incentive Awards and Board Equity Compensation

Pivotree also announced that it will grant as of June 26, 2026 an aggregate of 95,000 stock options (each, an "Option") to certain executive officers of the Company pursuant to the Incentive Plan. The Options bear an exercise price of $1.40 per share, vest over a period of three years from the date of grant and will expire 10 years from the date of grant.

The Company granted an aggregate of 160,270 deferred share units (each, a "DSU") to certain non-executive officers of the Company in respect of their services to the Company for the ensuing 12 months from June 26, 2026 to June 25, 2027 pursuant to the Incentive Plan. The DSUs vest on a prorated basis during the period of services to the Company, and fully vest by June 25, 2027. The DSUs may be settled, at the option of the Company, in cash or common shares of the Company, or a combination of cash and common shares, upon the applicable director ceasing to be a director of the Company.

A summary of the Incentive Plan is provided in the Management Information Circular, which is available on the Company's profile on SEDAR+ at www.sedarplus.ca.

About Pivotree

Pivotree, a leader in frictionless commerce, strategizes, designs, builds, and manages digital Commerce, Data Management, and Supply Chain solutions for over 150 major retailers and branded manufacturers globally. With a portfolio of digital products as well as managed and professional services, Pivotree provides businesses of all sizes with true end-to-end solutions. Headquartered in Toronto, Canada, with offices and customers in the Americas, EMEA, and APAC, Pivotree is widely recognized for its partnership with top brands across industries. For more information, visit www.pivotree.com or follow us on LinkedIn.

Neither 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.

For further information, please contact:

Mo Ashoor, Chief Financial Officer
investor@pivotree.com
613-714-4702

SOURCE: Pivotree