Current Report No. 28/2024
May 14, 2024_#8232;
Notice on the Convening of the Annual Meeting of Stockholders of Huuuge,Inc. (the
"Issuer") on June 18, 2024 at 17:00 CET_#8232;
Based on Article 56 Section 1 Item 2 of the Act dated 19 July 2005 onPublic Offering,
Conditions Governing the Introduction of Financial Instruments toOrganised Trading
and Public Companies and § 19 Section 1 Item 2) of the Ordinance of theMinister of
Finance of 29 March 2018 on the current and periodic reports disclosedby securities
issuers and on the equivalence of information disclosures required bythe laws of
non-EU member states, the Issuer hereby announces that, pursuant to adecision of the
Board of Directors of the Issuer, it shall hold an annual meeting ofstockholders on
June 18, 2024 at 17:00 CET/ 8:00 am PDT (the "AGM").
The AGM will be held virtually on the Internet platform indicated in thenotice attached
to this Current Report, and in the proxy statement of the AGM. Thesedocuments also
contain information on the matters to be voted on by the stockholders atthe AGM and
the manner in which voting shall be conducted (the "Proxy Statement").The English
version and the Polish translation of these materials (excluding theProxy Statement
itself which is in English only) are attached to this current report.The agenda of the
AGM, and any related documents, shall be made available on the Issuer'swebsite
at ir.huuugegames.com.
In accordance with the laws of the State of Delaware, the Issuer'sFourth Amended and
Restated Certificate of Incorporation (the "Certificate ofIncorporation") and Fourth
Amended and Restated Bylaws, each stockholder who is a registeredstockholder on the
record date determined by the Issuer's Board of Directors (the "RecordDate"), is entitled
to exercise the voting rights attached to their shares at the AGM. TheIssuer's Board of
Directors has set the Record Date for the purpose of determining thosestockholders
entitled to receive notice of and vote at the AGM, as May 14, 2024.
The total number of shares eligible to participate and vote in the AGM,as on the Record Date, is 55,982,935 (59,984,981 shares outstanding less4,002,046 treasury shares which hold no voting rights). This numberincludes one share of Series A Preferred Stock and one
share of Series B Preferred Stock and the remaining are shares of theCompany's
Common Stock. Holders of Series A Preferred Stock, Series B PreferredStock or
Common Stock are entitled to one vote for each share held by suchholder. The Series A
Preferred Stock, Series B Preferred Stock and Common Stock vote togetheras a single class on all matters submitted to a vote of stockholdersexcept as expressly required by
law or provided in the Certificate of Incorporation.
Stockholders who are beneficiary owners of Common Stock throughsecurities
accounts maintained by participants of the National Depository forSecurities (Krajowy
Depozyt Papierów Wartościowych), may request instructions on the mannerof voting at
the AGM through the brokerage or other entity maintaining the investmentaccount in
which shares of the Issuer are held to their benefit.
_#8232;The Issuer notes that the form and proceedings of stockholder meetingsof Delaware
registered corporations differ significantly from those of companiesregistered in
Poland.
Legal basis: Article 56 Section 1 Item 2 of the Act dated 19 July 2005on Public Offering,
Conditions Governing the Introduction of Financial Instruments toOrganised Trading
and Public Companies - current and periodic information.