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Concerned Stockholders Affirm Nomination of Director Candidates to Drive Change at Ionic

1. Ionic faces governance issues after board fidiciary breaches. 2. Concerned Stockholders nominate two candidates to improve transparency. 3. Misleading claims from the board about candidate qualifications. 4. Lack of financial disclosures raises concerns about board accountability. 5. Stockholders urged to vote for change on July 2, 2025.

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Why Neutral?

The governance issues at Ionic may deter investor confidence without immediate direct impact on AFRM.

How important is it?

Although the article discusses Ionic, it highlights governance issues relevant to other fintech firms like AFRM.

Why Short Term?

The upcoming vote on July 2, 2025, could affect market sentiment in the short-term.

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Reiterate Commitment to Fight for Liquidity and Transparency Against Entrenched Incumbents Set Record Straight on Ionic’s Most Recent Misleading Statements Urge Their Fellow Stockholders to Learn More About Their Plan for Change at www.ionicvote.com SAN FRANCISCO, June 17, 2025 (GLOBE NEWSWIRE) -- Tony Vejseli, Chris Villinger, and Brett Perry (the “Concerned Stockholders”), stockholders of Ionic Digital Inc. (“Ionic” or the “Company”), today issued a public letter to their fellow stockholders announcing that, pursuant to the ruling of the Delaware Court of Chancery that the Ionic board of directors breached its fiduciary duty and ordering the Company to reopen its nomination window for director candidates, the Concerned Stockholders have submitted a new nomination of their two highly qualified candidates, Mike Abbate and Oliver Wiener, for the two Class I Board seats up for election at the Company’s 2025 annual meeting of stockholders scheduled for July 2, 2025. The full text of the letter can be found on the Concerned Stockholder’s website at www.ionicvote.com and below: Fellow Ionic Digital Stockholders: Tony Vejseli, Chris Villinger, and Brett Perry (together, the “Concerned Stockholders,” “we,” or “us”) are stockholders of Ionic Digital Inc. (“Ionic” or the “Company”) and have long been committed to fighting for the rights of our fellow stockholders. We believe our recent victory in the Delaware Court of Chancery, in which the court found that the Ionic board of directors (the “Board”) breached its fiduciary duties in seeking to entrench itself by reducing the size of the Board as a defensive tactic in the midst of a proxy contest. This ruling against each of the current Board members vindicates many of our concerns regarding the disgraceful lack of oversight and disregard for stockholder rights at Ionic. Pursuant to the court’s order that the Company reopen its nomination window for director candidates for election to the two open Class I Board seats at the Company’s 2025 annual meeting of stockholders scheduled for July 2, 2025 (the “Annual Meeting”), we are pleased to announce that we have re-nominated Mike Abbate and Oliver Wiener, two highly-qualified candidates whom we have vetted thoroughly and are confident possess the background and experience in capital markets, corporate finance and the cryptocurrency space that we believe is necessary drive the much-needed change highlighted by the Delaware Court of Chancery’s decision and finally put stockholder value first at Ionic. The bios of our candidates are below, and interested stockholders can learn more at www.ionicvote.com. We also feel it is critical to set the record straight regarding certain misleading claims made by Ionic in its latest stockholder communication. While we are confident that no stockholder of Ionic would take the current Board’s statements at face value, given its long history of obfuscation and documented failure to focus on stockholder interests, we believe that stockholders deserve the whole truth, and that the election at the Annual Meeting should be made on a fully-informed basis and not be manipulated by misleading insinuations and distortions. For instance, the Board purports to believe that our interests conflict with those of our fellow stockholders. But nothing could be further from the truth – our only interests, and the only interests of our director candidates, are in creating stockholder value and generating liquidity after the long and undeserved drought spearheaded by the incumbent Board. Neither we nor any of our director candidates have any commitment to pursuing any particular liquidity pathway, and if elected, Messrs. Abbate and Wiener would consider all options for liquidity consistent with their fiduciary duties to stockholders – something the incumbent Board is clearly and demonstrably incapable of doing itself. Ionic also attempts to smear Mr. Wiener’s stellar reputation as a successful veteran of fintech and blockchain-based investments by focusing exclusively on his experience as a member of the advisory board of FTX, an advisory position of platitude, not fiduciary duty. Ionic refuses to acknowledge Mr. Wiener’s deep experience with and understanding of the cryptocurrency industry, a depth of expertise not possessed by a single member of the incumbent Board. Ionic falsely claims that Elizabeth LaPuma is the only nominee with decades of experience in capital markets, corporate finance and corporate transformation – but Mr. Wiener, not Ms. LaPuma, is the only candidate for election to the Board who served as senior leadership of an investment bank for two decades and founded a private equity firm, bringing more capital markets and finance experience to the table than the entire incumbent Board, including Ms. LaPuma. We further emphasize that among the many impressive and relevant items on Mr. Wiener’s resume, there is not a single judgment by a court that he ever breached a fiduciary duty to his stockholders, nor any period of failure in which he sat on a board for a year and a half collecting obscene board fees and juggling a rotating cast of executives, consultants, and auditors while failing to deliver on repeated promises of liquidity for long-suffering stockholders – which is more than can be said for any member of the Ionic Board. Finally, we note that Ionic’s most recent stockholder communication includes some limited scraps of operational data, and we applaud the Company for recognizing, if only belatedly and only as a result of our hard-fought engagement, that it needs to communicate with stockholders. But we emphasize that these communications remain sporadic, opportunistic, and incomplete. It should be highly concerning to all Ionic stockholders that the Company has failed to produce an annual report or any standard financial disclosures. Critically, over a year and a half of existence, Ionic has still never released a single data point regarding its costs and expenses. In fact, we understand the Company has engaged three separate investment banks, but has failed to disclose exactly how much it is paying these expensive advisors. Stockholders deserve to know how much of our money is being burned by a Board that has already demonstrated that it doesn’t care about its duties to its stockholders. The Concerned Stockholders believe that the incumbent Board has had more than adequate opportunity to prove itself, and it has failed. Over the last year and a half, the incumbent Board has proven only that it lacks the necessary experience to oversee the business of Ionic. As Scott Flanders himself testified in the Delaware Court of Chancery, regarding the operations of the Company: “…material safety issues, just gross negligent construction, not adhering to any kind of best practices, the performance, and lack of responsiveness from Hut 8.” Stockholders deserve real change – we urge you to throw away your WHITE proxy card and vote for Mike Abbate and Oliver Wiener on the GOLD Proxy Card today to cast a vote for restoring transparency, accountability, and liquidity to Ionic. Learn more at www.ionicvote.com Contact InformationInvestor Contact:Saratoga Proxy Consulting LLCJohn Ferguson / Ann Marie Mellone (888) 368-0379(212) 257-1311info@saratogaproxy.com Our Candidates: Michael Abbate, age 46, currently serves as an Advisor to Figure Markets Holdings, Inc. (“Figure Markets”), a decentralized custody and exchange for financial assets, since February 2025. Previously, Mr. Abbate served as Chief Investment Officer of Figure Markets, from January 2024 to January 2025. Prior to Figure Markets, Mr. Abbate served as Managing Partner of NovaWulf Digital Management, LP (“NovaWulf”), an investment manager focused on digital assets, from August 2021 to January 2024 and as a private investor from January 2021 to August 2021. Earlier in his career, Mr. Abbate worked for over 16 years at King Street Capital Management, L.P., a leading global alternative asset manager, most recently as a Member, from March 2004 to December 2020. Mr. Abbate started his career as an investment banker in global technology at Morgan Stanley and received a Bachelor of Computer Science and Engineering from Dartmouth College. Oliver Wiener, age 47, has served as Founder and Managing Partner of Kensington Merchant Partners, a merchant bank, investment management and corporate development advisory business focused on Financials, Fintech, Insurance, Insuretech and Blockchain verticals, since January 2023. Previously, he served as a Portfolio Manager at Standard Investments LLC, an investment platform focused on the intersection of industry and technology, from May 2021 to December 2022. Prior to that, Mr. Wiener served as Co-Founder and Partner at BTIG, LLC, a global financial services firm, from March 2003 to May 2021. Mr. Wiener currently serves as a member of the board of directors of Chain Bridge I, a special situations fund focused on convertible bonds, SPAC securities, PIPEs, warrants and public equities, since February 2024, and The National Security Group, Inc., an insurance holding company, since October 2024. He has also served as a board observer at Figment Inc., a leading provider of blockchain infrastructure, since 2022, an advisory board member at Extend, an AI enabled post purchase protection Insurtech since 2021 and an advisor at Figment Capital, a Web3 infrastructure investment fund, since July 2021, Hangar, a private equity sponsor focused on technology and public sector markets, since March 2023, and the Opportunity Network, a non-profit focused on providing access to college and professional mobility for underrepresented students, since January 2021. He is also an active member of the Economic Club of New York and the University of Wisconsin College of Letters and Science Board of Visitors, as well as the UW Technology Entrepreneurship Office Advisory Council. Previously, he served as a member of the board of directors of Interchecks Technologies, Inc., a payment technology company, from January 2022 to January 2023, and as an advisory board member at Anchor Labs Inc., a software developer, from the spring of 2020 to the winter of 2023. Mr. Wiener also served as a founding member and President of the board of the Association for Digital Asset Markets, a private, non-profit, industry-led, broad-based association of firms operating in the digital asset space, from November 2018 to May 2021, and was a member of Prince’s Trust US Finance Committee from January 2019 to December 2023. Mr. Wiener began his career as an equities analyst at CIBC Oppenheimer. He received a B.A. in Political Science and International Relations from the University of Wisconsin-Madison.

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