Mr. Christopher Moreau reports

GREY MATTERS CLOSES FIRST TRANCHE OF $600,000 OF ITS EQUITY AND CONVERTIBLE DEBENTURE PRIVATE PLACEMENT

Grey Matters Health Inc. has closed the first tranche of its non-brokered private placement previously announced on Aug. 20, 2026. Gross proceeds from the first tranche total $600,000, consisting of $285,000 from the sale of 712,500 units at 40 cents and $315,000 from the sale of unsecured convertible debenture units. The private placement of equity units and debenture units is collectively referred to as the offering.

Each equity unit, at an issue price of 40 cents, consists of one Class A common share in the capital of the company and one common share purchase warrant. Each warrant entitles the holder to acquire one common share at an exercise price of 60 cents per warrant share for a period of 36 months from the issuance date (the expiry date).

Each debenture unit consists of one debenture in the principal amount of $1,000 and 2,198 common share purchase warrants. The convertible debentures carry interest at a rate of 10 per cent per annum from the closing date, payable semi-annually in arrears until the maturity date, which will be 24 months from the closing date of the convertible debentures or the conversion date of the debentures. The outstanding principal and interest can be converted, at the option of the convertible debenture holder, into common share at a fixed price of 45.5 cents per common share on or before the maturity date of the convertible debenture. The company may from time to time, in its sole discretion, prepay all or a part of the principal amount and accrued interest without penalty. Each debenture warrant entitles the holder to acquire one common share at an exercise price of 55 cents per debenture warrant share for a period of 36 months from the date of issuance.

An insider of the company participated in the first tranche of the offering in the amount of $35,000. The participation by insider in the first tranche of the offering constitutes a related party transaction as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the units purchased by insiders, nor the consideration for the units paid by such insiders, exceeded 25 per cent of the company's market capitalization. The company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the first tranche of the offering, which the company deems reasonable in the circumstances as the details of the participation by insiders of the company were not settled until shortly prior to closing the first tranche of the offering and the company wished to complete the first tranche of the offering in an expeditious manner.

The company paid cash finders' fees of $14,800 and issued 2,000 finders' warrants pertaining to the first tranche of the offering.

The company will use the proceeds of the offering to advance its Alzheimer's Disease program towards the opening of U.S. brain-specific neuroimaging clinic, general and administrative expenses, and for working capital purposes.

The offering will remain open and the company expects to close additional tranches on or before Sept. 30, 2026.

The company also announces a grant of 100,000 restricted share units pursuant to its RSU plan to certain consultants of the company. Each RSU entitles the recipient to receive one common share of the company or a cash payment equal to the equivalent of one common share of the company on vesting. The vesting dates of the RSUs includes; 37,500 vesting on the date of grant, 12,500 vesting on Oct. 17 2026, 12,500 vesting on Jan. 17, 2027, 12,500 vesting on April 17, 2027, and 25,000 vesting on Sept. 9, 2027.

The securities issued and issuable, described in this and the previous news release from Aug. 20, 2026, will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable Canadian securities legislation.

About Grey Matters Health Inc.

Grey Matters is a Canadian health care company focused on the provision of brain dedicated PET scanning services through a planned network of new neuroimaging clinics in the United States for the early stage detection of Alzheimer's Disease and other forms of neurodegenerative diseases, including frontotemporal dementia, Parkinson's and Lewy body dementia, and will additionally offer other select neuro-oncology imaging applications too.

We seek Safe Harbor.