File: '\\swfile\EmailIn\20260521 113904 Attachment TGX - 2026-05-21 - NR re closing shares for debt.docx'

2

TGX ENERGY & RESOURCES INC.

Suite 1600, 409 Granville Street

Vancouver, BC, V6C 1T2

TGX Completes Shares for Debt Transactions

Vancouver, BC - May 21, 2026 -TGX Energy & Resources Inc. (TSXV: TGX, the "Company") reports that the Company announces that it has closed its previously announced debt settlement transaction (see the Company's news releases dated February 4, 2026 and March 27, 2026). Pursuant to debt settlement agreements dated as of March 27, 2026 with certain creditors of the Company, the Company has issued an aggregate of 1,904,612 common shares of the Company ("Shares") at a deemed price of $0.10 per Share and 952,256 warrants at an exercise price of $0.13 per share for a period of one year from the date of issuance to settle an aggregate of $190,451.20 in outstanding debt owed by the Company. The securities are subject to a four month hold period expiring September 22, 2026 in accordance with applicable securities laws and the policies of the TSX Venture Exchange.

On behalf of the Board of Directors of TGX Energy & Resources Inc.

"Sebastian Lowes" (signed)

Sebastian Lowes, CEO

For further information, contact:

Email: tgxEnergyandRes@gmail.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 Statements

Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. All statements other than statements of historical fact are forward-looking statements, including, without limitation, statements regarding future financial position, business strategy, use of proceeds, corporate vision, proposed acquisitions, partnerships, joint-ventures and strategic alliances and co-operations, budgets, cost and plans and objectives of or involving the Company. Such forward-looking information reflects management's current beliefs and is based on information currently available to management. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "predicts", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. A number of known and unknown risks, uncertainties and other factors may cause the actual results or performance to materially differ from any future results or performance expressed or implied by the forward-looking information. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of the Company including, but not limited to, the impact of general economic conditions, industry conditions and dependence upon regulatory approvals. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by securities laws.