Annmarie Gayle has served as our Chief Executive Officer and as a member of our Board of Directors since 2011, and as Chairman of the Board since March 2017. She has also been the Chief Executive Officer of our flagship products business, Coda Octopus Products Limited (UK), since 2013. Prior to assuming these roles, she spent two years assisting with the restructuring of our Company. She previously served as Senior Vice President of Legal Affairs from 2006 to 2007. Earlier in her career, Ms. Gayle worked for a leading City of London law firm specializing in intellectual property rights, and subsequently for the United Nations and the European Union. Ms. Gayle has extensive experience in restructuring and has spent more than twelve years working in a number of countries as lead adviser to transitional Administrations on the privatization of banks and the reform of state-owned assets in Central and Eastern Europe, including banking, infrastructure, mining, and telecommunications. In her capacity as Team Leader, she has also managed several large European Union-funded projects providing transitional support and capacity building to local authorities. Ms. Gayle holds a law degree from the University of London and a Master of Law degree in International Commercial Law from Cambridge University and has completed the professional examinations required to practice law in England and Wales. Because of her extensive experience in corporate governance, large-scale project management, restructuring, strategy, and corporate transactions, as well as her deep knowledge of our business, technology, and patent portfolio, we believe she is highly qualified to serve as a member of our Board of Directors.

Michael Hamilton served as Chairman of our Board from June 2010 to March 2017 and currently serves as an independent director. Since 2014, he has provided accounting and valuation services to a diverse group of clients. From 2011 through 2014, Mr. Hamilton was Senior Vice President of Powerlink Transmission Company. Between 1990 and 2003, he served as an audit partner at PricewaterhouseCoopers. Mr. Hamilton holds a Bachelor of Science in Accounting from St. Francis College, is a certified public accountant, and is accredited in business valuation. Because of his extensive background in auditing, strategic corporate finance, financial management, and financial reporting, we believe he is highly qualified to serve as a member of our Board of Directors.

Robert R. Harcourt was elected as a director in June 2023. Since 2018, he has been affiliated with Analysis Group and Cornerstone Research, where he has provided consulting services to attorneys as a financial accounting and auditing expert, advising on the appropriateness of accounting treatments, financial reporting, and the adequacy of audit procedures. From 2011 to 2016, he served as an Associate Director in the Division of Registrations and Inspections at the Public Company Accounting Oversight Board (PCAOB). Prior to that, from 1967 to 2011, Mr. Harcourt worked at KPMG, including as a partner from 1978 to 2007 and as a consultant from 2007 to 2011. Mr. Harcourt is a certified public accountant. He holds a BBA in Accountancy from Pace University and has completed coursework at Harvard University and Stanford University, among others. Because of his extensive background in auditing, financial management, and financial reporting, we believe he is highly qualified to serve as a member of our Board of Directors.

Gwenaël Rouy-Poirier was elected as a director in April 2024. He was recently appointed Chief Financial Officer of WISeSat Corp., a firm developing secure satellite infrastructure and related space-based services designed to support trusted communications, digital identity, data exchange, and other security-sensitive applications. Since January 2024, he has served as an independent consultant to companies in the aerospace and defense sectors and served as Chief Financial Officer of SHL Medical from May to December 2023. From April 2021 to December 2022, he was Chief Financial Officer of GKN Aerospace, one of the world’s leading multi-technology Tier 1 aerospace suppliers, serving approximately 90% of global aircraft and engine manufacturers. From 2019 to 2021, he served as Chief Financial Officer of Nobel Biocare Systems, a dental implant and restorative dentistry business of Envista Holdings Corporation, which was spun off from Danaher Corporation in September 2019. Prior to these roles, he worked for Honeywell—primarily in the Aerospace division, as well as in Homes & Building Technologies and Specialty Materials—and previously held positions at L’Oréal and Arthur Andersen, among others. Mr. Rouy-Poirier earned a Bachelor in Mathematics from Lycée Victor Duruy and a Master of Management in Corporate Finance from EDHEC Business School in France. Because of his strong financial background and extensive ties to the defense industry, we believe he is highly qualified to serve as a member of our Board of Directors.

Blair Cunningham has been with the Company since July 2004 and has held a number of senior roles, including his current position as President of Technology and divisional CEO of Coda Octopus Products in the United States. He previously served as Chief Technology Officer of Coda Octopus Group, Inc. from 2005 to 2012, Senior Vice President of Coda Octopus Products Ltd. in the United Kingdom from 2004 to 2005, and Technical Manager of Coda Octopus Products Ltd. from July 2004 to July 2005. He received an HND in Computer Science in 1989 from Moray College of Further Education in Elgin, Scotland. With more than thirty years of technical, development, and commercial experience in the solution-driven technology sector, Mr. Cunningham has played a key role in delivering large-scale systems analysis, software design, and platform deployment for major public companies, including the Royal Bank of Scotland, Abbot Group plc, and Peel Holdings plc. His background spans computer software, systems analysis, and design. A technologist at heart, Mr. Cunningham is responsible for advancing the Group’s technologies and is deeply engaged in the Company’s product development lifecycle. He is both a strong advocate for—and hands-on user of—the Company’s technology. Because of his extensive technical expertise, long tenure with the Company, deep knowledge of our products, solutions, and technology, and his intrinsic eye for business opportunities around our technologies and capabilities, we believe Mr. Cunningham is highly qualified to serve as a member of our Board of Directors.

Stephen Hemedes has been a Partner and Senior Managing Director at T.R. Winston & Company, LLC, a boutique investment banking firm, since April 2026. Prior thereto, he served as Vice President of Corporate Finance at that firm since 2020. In these roles, he has led initial and ongoing quantitative and qualitative due diligence for portfolio and capital-raising companies across the energy, healthcare, technology, and consumer discretionary sectors, and has advised on equity, debt, and M&A transactions. He works extensively with institutional and private investors, giving him significant experience engaging with the investment community and supporting companies through capital-markets processes. Since May 2025, he also serves as a Director, Investment Banking at Konik Capital Partners, LLC. From 2018 to 2021, Mr. Hemedes served in various positions in the kathy ireland® Worldwide platform, the most recent of which was Director – Marketing & Operations at UpRise LLC. Mr. Hemedes holds a Bachelor of Science in Business Administration from California State University – Channel Islands. He brings strong analytical skills and significant experience in artificial intelligence (AI) and AI-related technologies, including large language models, generative AI, local AI, and local compute access. Because of his financial expertise, analytical background, experience with emerging AI technologies, and his extensive engagement with investors and the capital markets, we believe he is well qualified to serve as a member of our Board of Directors.

Tal Goldhamer is the founder and Chief Executive Officer of Find the Tailwind, LLC, a consulting firm specializing in artificial intelligence adoption, enterprise transformation, leadership development, and workforce strategy. He has served in this role since 2024. Since 2025, Mr. Goldhamer has also served as an Adjunct Professor at the University of Denver, where he teaches Artificial Intelligence within the Information Technology Program. In addition, he has served as an AI Fellow at Fordham University’s Gabelli School of Business since January 2026. Prior to founding Find the Tailwind, LLC, Mr. Goldhamer spent nearly two decades with Ernst & Young LLP (“EY”). From 2015 to 2024, he served as EY’s Chief Learning Officer, leading enterprise-wide initiatives focused on workforce capability, leadership development, organizational culture, technology-enabled learning, and large-scale operating model transformation. He was also an Audit Partner at EY from 2005 to 2024. Mr. Goldhamer holds a Bachelor of Science degree in Accounting from the University at Albany, State University of New York. We believe Mr. Goldhamer is well qualified to serve on our Board of Directors because of his extensive experience in artificial intelligence, digital transformation, organizational leadership, and finance and accounting.