Dr. Lior Shaltiel reports

NUREXONE ANNOUNCES ANNUAL GENERAL AND SPECIAL MEETING TO CONSIDER SHARE CONSOLIDATION IN SUPPORT OF U.S. CAPITAL MARKETS STRATEGY

Nurexone Biologic Inc. will hold its annual general and special meeting of shareholders on Sept. 15, 2026, to seek shareholder approval for a special resolution authorizing the board of directors of the company to effect a consolidation of the company's issued and outstanding common shares on the basis of up to 30 preconsolidation shares for one postconsolidation share. If the consolidation resolution is approved by shareholders, the board will be authorized, in its sole discretion, to implement the consolidation within 36 months following shareholder approval, subject to acceptance of the TSX Venture Exchange and receipt of all other required approvals. The exact timing and final ratio will be determined by the board, which may elect not to proceed with the consolidation. The board believes that providing flexibility on the timing and ratio allows the company to account for market conditions, trading performance and applicable listing requirements prior to implementation. To be approved, the consolidation resolution must receive the affirmative vote of not less than 66-2/3rds per cent of the votes cast by shareholders at the meeting.

The meeting will be held at 2 p.m. Toronto time on Sept. 15, 2026, at the company's head office at Suite 801, 1 Adelaide St. E, Toronto, Ont. Shareholders should follow the voting instructions in the meeting materials, including the applicable proxy and voting instruction deadlines.

Shareholders are encouraged to review the company's notice of meeting and the company's management information circular dated Aug. 10, 2026, which has been mailed to shareholders and filed under the company's profile on SEDAR+. The circular includes detailed information regarding the proposed consolidation, the background and reasons for the proposal, the board's discretion, and the voting process.

At the meeting, shareholders will also be asked to elect directors, reappoint the company's auditor and, in the case of disinterested shareholders, consider the annual reapproval of the company's amended and restated omnibus equity incentive plan, as more particularly described in the circular.

"The board believes the proposed consolidation is a prudent enabling step in Nurexone's broader capital markets strategy," said Yoram Drucker, chairman of the board. "As the company continues to advance its novel biologic platform and pipeline, shareholder approval of the consolidation would provide the company with additional flexibility as it evaluates potential U.S. capital markets alternatives and continues to pursue the next phase of its growth. The board recommends that shareholders vote in favour of the consolidation resolution."

The company is evaluating potential U.S. capital markets alternatives, including a possible future listing of the shares on a major U.S. stock exchange. The board believes that such a listing on a major U.S. stock exchange could improve the company's visibility with a broader base of U.S. institutional and strategic investors, better align Nurexone's public market profile with U.S. exchange-listed biotechnology peers, and support access to deeper capital markets over time.

Among other considerations, the proposed consolidation is intended to help position the company to satisfy minimum bid price or similar listing requirements that may apply in connection with a potential future listing on a major U.S. stock exchange. The company's current low nominal trading price may limit its ability to satisfy those requirements without implementing the consolidation. The board believes that providing authority for a ratio of up to 1:30 offers flexibility to establish a share structure that better aligns with applicable U.S. exchange norms and listing standards.

"Optimizing our share structure is an element of Nurexone's broader capital markets strategy," said Eran Ovadya, chief financial officer. "A higher anticipated postconsolidation trading price may improve the marketability of our shares and allow the company to engage with additional institutional investors and financial platforms, although there can be no assurance that the consolidation will improve liquidity, marketability or the trading price of the shares."

The board further believes that a share price more consistent with U.S. exchange norms is an important element of the company's broader capital markets strategy. A higher anticipated postconsolidation trading price may improve the marketability of the shares, broaden the universe of institutional investors, financial advisers and research platforms able or willing to engage with the company, and support long-term capital formation. The board recognizes that the consolidation could affect trading liquidity; however, it believes any near-term liquidity impact should be evaluated in the context of positioning Nurexone for a broader investor base and potential access to deeper U.S. capital markets.

There can be no assurance that the market price of the shares following the consolidation will increase in proportion to the reduction in the number of outstanding shares, remain at an increased level, improve trading liquidity or result in any particular capital-markets benefit.

"As Nurexone advances its biopharmaceutical programs, we believe the company's public market profile, share structure and investor access should evolve in a manner that supports the next stage of our development," said Dr. Lior Shaltiel, chief executive officer. "The proposed consolidation is intended to support that evolution by seeking to improve comparability with U.S.-listed biotechnology peers, broaden awareness of the company and position the company to evaluate access to deeper capital markets over time, if a U.S. exchange listing is pursued and completed."

The company cautions that no final decision has been made to pursue any U.S. exchange listing, file a registration statement with the U.S. Securities and Exchange Commission (SEC), undertake a financing, or pursue any other strategic transaction. Any potential U.S. listing remains subject to numerous conditions, including final board approval, acceptance of the TSX-V, acceptance by the applicable U.S. exchange, satisfaction of all applicable listing standards, regulatory review, market conditions, and receipt of all other required approvals. There can be no assurance that any U.S. listing will be pursued or completed.

If approved by shareholders, the consolidation may be implemented at a time and ratio determined by the board within the 36-month window, subject to acceptance of the TSX-V and receipt of all other required approvals. The board retains full discretion not to proceed with the consolidation if it determines it is no longer in the best interests of the company.

About Nurexone Biologic Inc.

Nurexone is a TSX-V, OTCQB- and Frankfurt Stock Exchange-listed biotech company focused on developing regenerative exosome-based therapies for central nervous system injuries. Its lead product, ExoPTEN, has demonstrated strong preclinical data supporting clinical potential in treating acute spinal cord and optic nerve damage. Regulatory milestones, including obtaining the orphan drug designation, facilitate the company's road map toward clinical trials in the United States and Europe. Commercially, the company is expected to offer solutions to companies interested in quality exosomes and minimally invasive targeted delivery systems for other indications. Nurexone has established Exo-Top to anchor its North American activity and growth strategy.

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