BNXA Banxa Holdings Inc

 Banxa Holdings Inc. (TSXV: BNXA) (OTCQX: BNXAF) (FSE: AC00) ("Banxa" or the "Company") is pleased to share updates regarding its board of directors (the "Board"), to better position the company for its next stage of growth.

CHANGES TO BOARD OF DIRECTORS

• After a 10-year tenure as Founder and Chairman of the Board, Domenic Carosa has decided to retire from his position as Chairman and resign from the Board effective immediately.
• In his place, Holger Arians, the CEO, has been appointed to the Board and will assume the role of Director & Chairman of the Board.
• Furthermore, Matthew Cain, non-executive director, has decided to retire and will be stepping down from the Board effective immediately.
• Finally, Leigh Travers will join the Board as a non-executive director, representing Dominet Digital Investments Pty Ltd ("Dominet"), a company associated with outgoing Chairman Domenic Carosa. Information on this arrangement and Leigh's background are detailed below.

Holger Arians, CEO and Chairman, remarks, "I want to express my gratitude to Domenic for his invaluable contributions to Banxa’s journey thus far. I am also pleased to welcome Leigh Travers, who brings a wealth of crypto and public company experience to our board. As Chairman and CEO, my priorities are crystal clear: to accelerate value creation at Banxa, delivering strong financial results and enabling the embedded crypto future."

Domenic Carosa reflects on his tenure, stating, "After a decade of dedicated service as Chairman of the Board, I believe it's the right time to pass the torch. Banxa has evolved into a new phase of its journey, and I have the utmost trust and respect for Holger and his team, along with the refreshed Board. They are well-positioned to continue steering the Company towards even greater success. I look forward to remaining involved in Banxa as an investor and couldn’t be more excited for the Company’s next stage."

The Company extends its appreciation to Domenic Carosa, who served as its Chairman for 10 years and helped steer the company from a small startup in Melbourne, Australia towards a global TSXv listed company. His vision and unwavering commitment have been instrumental in shaping Banxa's trajectory within the crypto industry. The Company also thanks Matthew Cain for his services since the listing of Banxa onto the TSXv.

Leigh Travers' Bio:

Mr. Leigh Travers is an accomplished fintech executive with major roles across a number of high-growth companies. He has enjoyed a near 10-year career within the crypto-asset industry with experience across both executive and board positions, including the first publicly listed crypto firm on the Australian Securities Exchange and the largest crypto exchange in the Australian market. Mr. Travers has experience within the US payments industry and cross-border payments in both board and executive roles. In a non-executive capacity, Mr. Travers was a director of NASDAQ Listed Aura Fat Projects Acquisition Corporation. Mr. Travers also helped drive the responsible adoption of blockchain technology by industries and governments across Australia while serving as director, Chairman, and Treasurer of Australia’s blockchain industry body, Blockchain Australia Ltd.

Dominet Nomination Agreement :

Banxa and Dominet have entered into a nomination rights agreement pursuant to which, among other things, so long as Dominet and its affiliates own at least 12% of the outstanding common shares in the capital of Banxa it will have the right to nominate one director to the Board. Dominet has designated Leigh Travers as its nominee. Dominet currently holds over 13.5% of the outstanding common shares in the capital of Banxa.

CONTACTS

Investors:Zafer Qureshiinvestors@banxa.com

Media:WachsmanEthan Lylebanxa@wachsman.com

ON BEHALF OF THE BOARD OF DIRECTORSPer: "Zafer Qureshi”Zafer Qureshi = Director and Head, Corporate Affairs, +1 416-347-4192

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

Forward-Looking Information

This press release contains statements including “forward-looking information” (“Forward-looking statements”). Forward-looking statements in this news release include statements regarding the date of the Meeting. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable, including that the Company will hold the Meeting on the expected date. However, the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such uncertainties and risks may include, among others that the Company will hold the Meeting on the expected date. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.