Domenico Carosa Files Early Warning Report with Respect to Common Shares of Banxa Holdings Inc.

AMSTERDAM, Aug. 11, 2025 (GLOBE NEWSWIRE) — Domenico Carosa has filed on SEDAR+ (www.sedarplus.com) an early warning report dated August 11, 2025 with respect to Common Shares (the “Shares“) of Banxa Holdings Inc. (the “Issuer” or “Banxa“) disposed of beneficially by Domenico Carosa.

Previously, on April 2, 2025, Mr. Carosa filed an early warning report (the “Prior EWR“) disclosing his then beneficial ownership of a total of 5,600,000 Shares and 688,888 incentive stock options to acquire Shares in the capital of the Issuer, representing 12.28% of the issued and outstanding Shares of the Issuer on a non-diluted basis and 13.59% of the issued and outstanding Shares on a partially-diluted basis assuming the exercise of Mr. Carosa's stock options.

On August 5, 2025, Mr. Carosa beneficially disposed of 112,200 Shares (sold by Carosa Corporation B.V. as registered holder) at a price of $1.26 per Common Share for total disposition proceeds of $141,372 (the “Reportable Event“). Immediately prior to the Reportable Event, Mr. Carosa beneficially owned 5,317,800 Shares and no stock options, representing 11.67% of the Issuer's issued and outstanding shares on a non-diluted basis. The previously reported options in the amount of 688,888 held by Mr. Carosa are no longer included in his beneficial ownership totals, since they have been treated as cancelled without exercise. Immediately following the Reportable Event, the Filer beneficially owned 5,205,600 Shares (of which 4,205,600 Shares are held by Carosa Corporation B.V. and 1,000,000 Shares are held by Dominet Digital Investments Pty. Ltd.), representing in aggregate 11.42% of the Issuer's issued and outstanding shares on a non-diluted basis. 11.42% represents a decrease of 2.17% to the Filer's previously reported aggregate beneficial shareholding percentage since the Prior EWR. Carosa Corporation B.V. is controlled by Mr. Carosa, and Mr. Carosa is a beneficiary of Dominet Digital Investments Pty Ltd.

Mr. Carosa sold the Shares as part of his investment strategy. Mr. Carosa may further purchase, hold, trade, dispose or otherwise deal in the securities of the Issuer, in such manner as he deems appropriate, including on the open market or through private transactions in the future depending on market conditions, reformulation of plans and/or other relevant factors.

This press release is being issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed in accordance with applicable securities laws (the “Early Warning Report“). A copy of the Early Warning Report will appear on Banxa's profile on the SEDAR+ website at www.sedarplus.com. Banxa's head office is located at 15th Floor, 1111 West Hastings Street Vancouver, BC V6E 2J3. A copy of the Early Warning Report may also be obtained by contacting Mr. Carosa as noted below.

For further information, please contact:

Domenico Carosa
Telephone: +31 6 1227235
E-mail: dom@dominet.com

Neither the TSX Venture Exchange Inc. nor its Regulation Services Provider (as that term is defined in the policies of the exchange) accepts responsibility for the adequacy or accuracy of this release.


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