Mr. Guy Bourgeois reports

ORION NUTRACEUTICALS VOTING RESULTS OF THE ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS HELD ON JULY 4, 2025

Orion Nutraceuticals Inc. has released the results of the annual general and special meeting held on July 4, 2025.

The company is pleased to announce that all matters submitted to shareholders for approval as set forth in the company's notice of meeting and information circular, both dated May 20, 2025, were approved at the meeting. There were 16 shareholders represented in person or by proxy at the meeting, holding 4,823,184 common shares, representing 16.46 per cent of the company's total issued and outstanding common shares as of the record date for the meeting. The voting results for each matter presented at the meeting are set out below.

Number of directors

The resolution to set the number of directors of the company at three was approved by the shareholders present or represented by proxy at the meeting who voted on the resolution. The voting results are set out in the attached table.

Election of directors

Each of the nominees listed in the company's information circular dated May 20, 2025, was elected as a director of the company to hold office for the ensuing year, or until their successors are elected or appointed. The voting results are set out in the attached table.

Appointment of auditor

Dale Matheson Carr-Hilton Labonte LLP was reappointed as auditor of the company for the ensuing year, with remuneration to be fixed by the board of directors. The voting results are set out in the attached table.

Voluntary delisting from the Canadian Securities Exchange

The company sought disinterested shareholder approval to voluntarily delist its common shares from the Canadian Securities Exchange. The voting results are set out in the attached table.

While disinterested shareholder approval has been obtained for the delisting, the board of directors continues to review its position. No decision has been made at this time, and the board continues to evaluate all available options in light of the company's strategic and financial priorities.

Should the board of directors resolve to proceed with the delisting from the CSE, a further announcement will be made by way of news release in accordance with applicable regulatory requirements.

Approval of other matters

The resolution to transact such other business as may properly come before the meeting, or any adjournment or postponement thereof. The voting results are set out in the attached table.

About Orion Nutraceuticals Inc.

Orion Nutraceuticals is actively evaluating potential investment and acquisition opportunities. Orion shares trade in Canada on the CSE under the symbol ORI.

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