SkyAI Comments on Forward Industries’ Letter and Reaffirms Strategy

SkyAI’s Board of Directors remains committed to acting in the best interests of all shareholders. After receiving Forward’s unsolicited, non-binding, all-stock acquisition proposal in June, the Board established a Special Committee consisting entirely of independent directors to carefully evaluate the proposal. Following its review, with the assistance of independent advisors, the Special Committee unanimously concluded that Forward’s proposal was not in the best interests of shareholders and that continuing to execute SkyAI’s standalone strategy offered a more compelling opportunity for long-term value creation.

SkyAI continues to hold more than two million SOL as its primary treasury reserve asset. Nearly all of the Company’s SOL is staked with institutional validators, enabling SkyAI to participate directly in securing the Solana network while generating staking revenue. From the launch of its treasury strategy in August 2025 through June 30, 2026, SkyAI recognized more than $12 million in staking revenue, net of validator commissions. As of that date, the Company also held approximately $12.1 million in cash and stablecoins and had no outstanding debt.

Over the ten epochs from August 23 to September 8, 2026, SkyAI’s Solana validator generated an annualized gross yield of 6.01% in SOL, compared with a stake-weighted average of 5.57% across all Solana validators over the same epochs. The Company’s conviction in Solana extends beyond its treasury holdings. SkyAI is building its agentic finance platform on Solana and believes the network’s speed, cost structure, developer ecosystem, and growing application activity make it well positioned to support the next generation of on-chain financial and AI products.

The Board recognizes the importance of effective governance and transparency. The Company has publicly disclosed its relationships and arrangements with its consultant and strategic advisor in prior filings. The strategic advisor warrants issued to SOL Markets cover 6,321,367 shares, calculated as 10% of the shares issued in the August 2025 private placement. The approximately $101.3 million figure cited in Forward’s letter is not a cash payment to the strategic advisor; rather, it represents the grant-date accounting fair value required to be recognized under U.S. GAAP for the warrants issued in August 2025. The strategic advisor has not sold any shares or warrants of the Company and continues to hold its full position without any hedging instruments.

SkyAI’s transformation from its legacy medical device business into a DAT and financial technology company requires new capabilities across digital assets, artificial intelligence, blockchain infrastructure, and financial services. The proposed 2026 Equity Incentive Plan authorization remains below the median equity incentive plan authorized by comparable DAT companies when measured on a fully diluted basis. The Board believes the proposed plan represents a measured approach that allows SkyAI to attract and retain talent, aligns compensation with long-term shareholder value, and preserves cash for operations and execution of the Company’s strategy.

The Board unanimously recommends that SkyAI shareholders vote FOR each of the Company’s director nominees and FOR the 2026 Equity Incentive Plan at the Annual Meeting on September 18, 2026.