RenX eliminates $7M debt via preferred stock, approves reverse split and up to 206M new shares

On June 11, 2026, RenX Enterprises Corp. (the “Company”) entered into an exchange agreement (the “Exchange Agreement”) with Index Equity US, LLC, a related party (the “Debtholder”), to exchange (the “Exchange”) $7,169,072.79 of principal and accrued interest outstanding (the “Outstanding Debt”) under an Amended and Restated Promissory Note, dated January 1, 2025 (originally issued by the Company to MCS Lending, LLC (a related party) and assigned to Debtholder on June 9, 2026) (the “Note”), for 7,169 shares (the “Preferred Shares”) of a newly designated series of Series C Convertible Preferred Stock (the “Preferred Stock”), convertible at an initial conversion price of $2.895 per share into 2,476,338.51 shares of common stock (the “Conversion Shares”) and a common stock purchase warrant (the “Warrant” and, together with the Preferred Shares, the “Securities”) to purchase up to 619,084 shares of the Company’s common stock (the “Common Stock”) exercisable at an initial exercise price of $

Proposal 4 — Initial April Note and Second April Note Conversion Proposal The stockholders approved, pursuant to Nasdaq Rule 5635(d), of the issuance of up to 26,779,029 shares of the Company’s Common Stock upon the conversion of senior convertible notes (collectively, the “April Notes”) in the aggregate principal amount of up to $13.0 million (assuming such April Notes accrue interest at 10% for 12 months and that the conversion price is reduced to the floor price), which April Notes have been, or may in the future be, issued to investors pursuant to a Securities Purchase Agreement dated April 30, 2026 (the “April Purchase Agreement”), based on the votes below: For Against Abstain Broker Non-Votes 542,888 26,661 2,452 427,279

Proposal 2 — Auditor Ratification Proposal The stockholders ratified the appointment of M&K CPAS PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, based on the votes below: Votes For Votes Against Abstentions Broker Non-Votes 837,316 152,570 9,393 -

Proposal 5 – Additional April Note Conversion Proposal The stockholders approved, pursuant to Nasdaq Rule 5635(d), of the issuance of up to an additional 179,213,485 shares of the Company’s Common Stock upon the conversion of additional April Notes in the aggregate principal amount of up to $87.0 million (collectively, the “Additional April Notes”) (assuming such Additional April Notes accrue interest at 10% for 12 months and that the conversion price is reduced to the floor price), which Additional April Notes may in the future be issued to investors pursuant to the April Purchase Agreement, based on the votes below: For Against Abstain Broker Non-Votes 539,231 30,318 2,452 427,279

Proposal 8– Adjournment Proposal The stockholders approved an adjournment of the Annual Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event there are not sufficient votes in favor of the Additional February Warrant Exercise Proposal, the Initial April Note and Second April Note Conversion Proposal, the Additional April Note Conversion Proposal, the Reverse Stock Split Proposal or the 2023 Plan Amendment Proposal, based on the votes below. However, the Company elected not to adjourn the Annual Meeting, as such an adjournment was not necessary in light of the approval of the Additional February Warrant Exercise Proposal, the Initial April Note and Second April Note Conversion Proposal, the Additional April Note Conversion Proposal, the Reverse Stock Split Proposal and the 2023 Plan Amendment Proposal at the Annual Meeting. For Against Abstain Broker Non-Votes 803,648 179,085 16,546 0

Proposal 6 - Reverse Stock Split Proposal The stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to, at the discretion of the Board, effect a reverse stock split with respect to the Company’s issued and outstanding Common Stock, at a ratio of 1-for-5 to 1-for-10 (the “Range”), with the final ratio within such Range to be determined at the discretion of the Board and included in a public announcement, based on the votes below: For Against Abstain Broker Non-Votes 801,362 193,585 4,333 0

Proposal 3 — Additional February Warrant Exercise Proposal The stockholders approved, pursuant to Nasdaq Rule 5635(d), the issuance of up to 862,335 shares of the Company’s Common Stock upon the exercise of certain warrants which were issued to investors in connection with the Company’s private placement offering that closed on February 17, 2026, based on the votes listed below: Votes For Votes Against Abstentions Broker Non-Votes 546,161 22,436 3,404 427,279

Proposal 1 — Election of Class III Directors Proposal The stockholders elected each of James D. Burnham and Peter G. DeMaria to serve as a Class III director until the 2029 Annual Meeting of Stockholders, based on the votes below: For Withheld Broker Non-Votes James D. Burnham 556,017 15,984 427,279 Peter G. DeMaria 555,947 16,054 427,279

Proposal 7 – 2023 Plan Amendment Proposal The stockholders approved an amendment to the Company’s 2023 Plan to (i) increase the number of shares of Common Stock authorized for issuance under the 2023 Plan from 138,861 shares to 520,000 shares, and (ii) increase the total number of shares of Common Stock with respect to which awards may be granted to any non-employee director in his or her capacity as a non-employee director in any single calendar year by 72,500 shares to 75,000 shares, based on the votes below: For Against Abstain Broker Non-Votes 541,578 28,484 1,939 427,279