GlucoTrack, Inc. Common Stock AGM 2026

Good morning, and welcome to the virtual 2026 annual meeting of stockholders of GlucoTrack, Inc. It is now 12:00 P.M. Eastern Time, and the meeting will please come to order. My name is Eric Emerson, and as Chief Executive Officer, I will preside over this meeting. I would like to introduce our other directors who are present today through our virtual meeting. Mr. Andy Balo, Victoria Carr-Brendel, Erin Carter, Dr. Paul Goode, and Luis Malavé. Also present is Kathryn Simons from Nelson Mullins Riley & Scarborough LLP, the company's outside counsel, who will act as Inspector of Elections for this meeting. We have adopted an agenda for our program this afternoon. In accordance with the agenda, we will proceed as follows. I will conduct the official business of the annual meeting during this portion of the meeting.

All discussion will be limited to the official business at hand, and participation will be limited to stockholders of record and their proxies. If you wish to participate in this meeting, please follow the instructions on your screen. We will now proceed to the business portion of this meeting. We have an affidavit from Broadridge Financial Solutions, Inc., certifying that on or about July 17, 2026, each stockholder of record was mailed an official notice of this meeting, together with a proxy statement, proxy card, and any other materials necessary to vote at this meeting. A list of stockholders entitled to vote at this meeting has been available at company headquarters for the past 10 days for the inspection of any stockholder entitled to vote. Broadridge Financial Solutions, Inc. has examined the proxies received and reports that shares entitled to 2,786,974 votes, or approximately 36.1% of the total votes of holders of shares of our common stock entitled to be cast at this meeting, are present or represented by proxies held by myself.

The company has appointed Kathryn Simons to serve as Inspector of Elections on behalf of the company for this meeting, and she will tabulate the results of the voting. Her oath as inspector has been submitted and will also be appended to the minutes of this meeting. A quorum is present, and this meeting may now proceed with its business. To expedite the flow of business at this meeting, we intend to adhere to the following order of business. Each of the matters to be discussed and acted upon by the stockholders today will be moved and discussed in order set forth in the proxy statement.

The actual vote on each item will be deferred until all of the matters to be acted upon have been discussed. The first matter to be voted upon is the election of six directors to the board of directors to serve until the 2027 annual meeting of stockholders and until their successors are elected and qualified. To put in nomination the names of the slate of directors listed in the proxy statement, I hereby nominate the following persons to be elected as directors to serve until the 2027 annual meeting. Andy Balo, Victoria Carr-Brendel, Erin Carter, Eric Emerson, Paul Goode, Luis Malavé. Since no other nominations of persons for election to the board of directors were received in a timely manner pursuant to the company's bylaws, the nominations are now closed. Is there any discussion regarding the nominees to the board of directors?

Please note that the participation in this discussion is limited to stockholders of record and their proxies. The next order of business concerns the proposal to approve, on an advisory basis, the 2025 executive compensation of the company's named executive officers as disclosed in the proxy statement. I hereby move that this proposal is to be approved. Is there any discussion of the proposal? Please note the participation in this discussion is limited to stockholders of record and their proxies. The third matter to be voted upon is the ratification of the appointment of CBIZ CPAs, P.C., as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026. I hereby move that this proposal be approved. Is there any discussion of the proposal? Please note the participation in this discussion is limited to stockholders of record and their proxies.

The fourth matter to be voted upon is the approval of one or more amendments to the company's certificate of incorporation to effect one or more reverse stock splits of the company's common stock at an aggregate ratio not to exceed one for 30, with such ratio to be determined at the sole discretion of management. The implementation, if at all, of such reverse stock splits, as well as their effective time and date, is to be determined by management in its sole discretion. I hereby move that this proposal be approved. Is there any discussion of the proposal? Please note the participation in this discussion is limited to stockholders of record and their proxies.

The fifth matter to be voted upon is the approval of a proposed warrant inducement, including the repricing of certain existing warrants and the issuance of new inducement warrants to the holders of such existing warrants and the issuance of shares of common stock upon exercise thereof for purpose of complying with Nasdaq Listing Rule 5635. I hereby move that this proposal be approved. Is there any discussion of the proposal? Please note that participation in this discussion is limited to stockholders of record and their proxies. Since no other proposals for business to be transacted at this meeting were received in a timely manner, pursuant to the company's bylaws, we will now proceed to vote on the previously discussed motions. The polls for voting on each matter to be voted on at this time are now open.

It is not necessary for stockholders to vote by ballot if they have already sent in their proxy cards unless they wish to change their vote. If you wish to change your vote, please follow the instructions on your screen in order to change your vote at this time. Since the holder of the management proxy has delivered the ballot to the Inspectors of Elections, I now declare the polls closed and ask the Inspector of Elections, Catherine Simons, to provide her preliminary report.

Mr. Chairman, as Inspector of Elections, I have reviewed the proxies received and the votes cast at this meeting. I am pleased to report that each of the six nominees for director has received a sufficient number of votes to be elected to the board, thereby approving proposal one. Additionally, proposals two, three, four, and five, as set forth in the proxy statement, have each received the requisite number of votes for approval.

Thank you, Ms. Simons. According to the preliminary report of the Inspector of Elections, based upon the proxy holders and stockholder ballots, each of the persons nominated for the board of directors have been elected to serve as directors of the company until the 2027 annual meeting. The proposal to approve, on an advisory basis, the 2025 executive compensation of the company's named executive officers has been approved. The proposal to ratify the appointment of CBIZ CPAs, P.C. as the company's independent registered public accounting firm has been approved. The proposal to approve one or more amendments to the company's certificate of incorporation to effect one or more reverse stock splits of the company's common stock at an aggregate ratio not to exceed one for 30 has been approved.

The proposal to approve the warrant inducement, including the repricing of existing warrants and the issuance of inducement warrants, and the issuance of shares of common stock upon exercise thereof for purposes of complying with Nasdaq Rule 5635, has been approved. We intend to file with the SEC within four business days a current report on Form 8-K to report the final voting results of this meeting. Thank you all for joining us. This concludes our 2026 annual meeting of stockholders. The conference has now concluded. Thank you for attending today's presentation.