Announcement • Jun 30
RBCH Issues Comments on Outcome of Brera Holdings Annual General Meeting On June 30, 2026, RBCH Ltd. Commented on the outcome of the Brera Holdings PLC Annual General Meeting, stating that 4 of the Company’s 5 current directors would not have been re-elected without counting the 2,298,000 shares that 2 directors Ron Sade and Keren Maimon, awarded themselves in the contested Registered Direct Offering. In addition, RBCH stated that excluding the contested Registered Direct Offering shares, approximately 3.0 million shares voted against the re-election of Ron Sade, Keren Maimon, Alyazi Saeed Ahmad Alkhattal Almeheiri, and Tariq Salem Ebraheem Alsaman Alnuaimi, while approximately 2.6 million shares voted in favor, and only Erez Simha would have been re-elected. Further, RBCH stated that independent external shareholders voted against the Board, and the Board survived only because 2 board members voted shares issued to themselves weeks before the AGM through the contested Registered Direct Offering. Furthermore, RBCH stated that the Registered Direct Offering shares, together with warrants representing more than 10% of the Company’s equity granted under the Strategic Advisor Agreement, are the subject of RBCH’s derivative action filed in the Supreme Court of the State of New York on June 22, 2026, alleging conflicted transactions that breached fiduciary duties to the Company and its shareholders, and RBCH stated it will pursue its claims in court and continue to advocate for independent governance and Solmate’s Solana strategy. Announcement • Jun 25
RBCH Responds to Brera Holdings Statement On June 25, 2026, RBCH Ltd. announced that it has issued a statement in response to Brera Holdings PLC statement that Company’s allegations against RockawayX are false, misleading, and a retaliatory response to its derivative lawsuit. In addition, RBCH stating that the Company’s statement fails to address key issues including the Registered Direct Offering at a significant discount, insider share sales at higher prices, director fees, advisory agreements, and warrants granted to insiders. Further, RBCH highlights that independent proxy advisory firm ISS recommending shareholders vote against all 5 Company directors due to governance concerns, clarifies the lawsuit was filed by RBCH as a 10%+ shareholder seeking accountability, and notes that Company’s allegations arose after RBCH’s Emergency General Meeting requisition while reiterating commitment to protecting shareholder value. Announcement • Jun 23
RBCH Files Derivative Lawsuit Against Brera Holdings Directors and Officers On June 22, 2026, RBCH Ltd. announced that it filed a derivative lawsuit against Brera Holdings PLC directors and officers for breach of fiduciary duty, shareholder oppression, and self-dealing. RBCH also called for shareholders to withhold support from certain directors at the upcoming AGM and demanded governance reforms. ISS, an independent proxy advisor, recommended shareholders vote against the board, citing governance failures.